Common use of Corporate Actions Clause in Contracts

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. Bank shall make available to Lender any corporate action notifications with respect to the total position of Lender in a given Security, regardless of the extent to which the position is on Loan (aprovided that at least one share of the affected Security is in Bank’s custody) and, subject to subparagraph (d) below, Lender may provide the contents of such advice to Agent. Bank shall provide Agent with access to corporate action notifications for all Securities on loan. Bank shall accept corporate action Instructions from Lender or Lender’s investment advisor as specified in the Service Level Document Bank shall reflect all of Lender or its investment advisors’ corporate action elections in JPM VIEWs which Agent shall access. Bank shall act on such Instructions and its responsibilities in such cases shall be as provided under the Custody Agreement. With respect to Securities that are on Loan on the Effective Date of a corporate action or that have not timely been received back from Loan into custody (other than a reasonable efforts basis set out in the next paragraph), Bank shall have no responsibility. Agent will notify Customer reconcile the elections made with respect to the total position held by Lender and resolve any discrepancies in the share amounts with respect to such elections. Bank shall have no responsibility to follow any Instruction from Agent in respect of any Corporate Action such corporate actions or to determine if Instructions have been given by Lender to Agent; it being understood that it is anticipated that Lender shall not Instruct Agent directly with respect to corporate actions. If no shares of which information is either a Security on Loan are in Bank’s custody 24 hours prior to the applicable Depository deadline, then Bank shall not provide notification of the affected corporate action to Agent, but shall provide Agent with the relevant Instruction from the Lender or Lender’s investment advisor. In connection with the foregoing, (i) received by it or by a Subcustodian to Lender acknowledges that Bank shall not be responsible for seeking Instructions, monitoring corporate action events (unless at least one share of the extent that affected Security is in Bank’s central custody) or following up in any manner with Borrower in respect of corporate actions department has actual knowledge or for the failure by Agent or any Borrower to transmit to Bank the proceeds of the Corporate Action in time to notify its customers in a timely mannerany corporate action; or and (ii) published via a formal notice in publications if, and reporting services routinely used only if, Securities on Loan are received back by Bank from the Agent no later than two Business Days prior to the corporate action cut-off time otherwise established by Bank for this purpose having securities in time custody so that Bank may act upon corporate action Instructions, Bank shall treat such securities for corporate action purposes in the same manner as if they had not been on Loan; and (iii) if any Securities are received back by Bank to notify its customers after the period set out in a timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject the preceding sub-paragraph (ii) but prior to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemptionapplicable Depository deadline, Bank may allot shall process the amount redeemed among the respective beneficial holders of corporate action election(s) on such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timelinessSecurities on a reasonable efforts basis only, and Bank shall not be liable have no liability for the failure to Customer for process any loss that may result from relying on such noticecorporate action election.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Subject to the standard of reasonable care of Section 7.1(a), Bank will follow Corporate Actions through receipt of notices from issuers, from Subcustodians, Securities Depositories and notices published in industry publications and reported in reporting services. Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions prior to the deadline set by the Securities Depository with respect to any Corporate Action or class actionAction, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action. If Customer provides Bank with Instructions with respect to any Corporate Action or class actionafter the deadline set by the Bank but before the deadline set by the Securities Depository, Bank shall use commercially reasonable efforts to act on such Instructions. If Bank fails to act on Instructions provided by Customer prior to the deadline set by Bank with respect to any Corporate Action, Bank will be liable for direct losses incurred by Customer. Bank's deadline for receipt of Instructions from Customer with respect to any Corporate Action shall not precede the deadline set by the Securities Depository by more than a commercially reasonable period of time, with such interval between the Bank's deadline and the Securities Depository's deadline as agreed upon between Customer and Bank. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class actionAction, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify basis such that Customer is not allocated a higher proportion of any action taken pursuant to this sub-sectionthe redeemed Financial Asset than it would on a pro rata basis. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) With respect to domestic U.S. and Canadian Securities (the latter only when held with DTC), the Bank will notify Customer send to the Fund or the Authorized Person for a Custody Account such proxies (signed in blank, if issued in the name of the Bank's nominee or the nominee of a central depository) and communications with respect to Securities in the Custody Account as call for voting or relate to legal proceedings within a reasonable time after sufficient copies are received by the Bank for forwarding to its customers. In addition, the Bank will follow coupon payments, redemptions, exchanges or similar matters with respect to Securities in the Custody Account and advise the Fund or the Authorized Person for such account of rights issued, tender offers or any Corporate Action other discretionary rights with respect to such Securities, in each case, of which information the Bank has received notice from the issuer of the Securities, or as to which notice is either published in publications routinely utilized by the Bank for this purpose. (b) With respect to proxies and Corporate Actions (as defined below) not covered by paragraph (a) of this Section 14: (i) received Whenever the Bank or its subcustodian receives information concerning the Securities which requires discretionary action by it the beneficial owner of the Securities (other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or by a Subcustodian legal notices or other material intended to be transmitted to securities holders ("Corporate Actions"), the Bank will give the Fund notice of such Corporate Actions to the extent that the Bank’s 's central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or customers. (ii) published via When a formal notice in publications and reporting services routinely used by rights entitlement or a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, the Bank for this purpose or its subcustodians will endeavor to obtain Instructions from the Fund or its Authorized Persons, but if Instructions are not received in time for the Bank to notify its customers in a take timely manner. Bank does not commitaction, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control or actual notice of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any such Corporate Action was received too late to seek Instructions, the Bank is authorized to sell such rights entitlement or class action, neither Bank nor its Subcustodians or their respective nominees will fractional interest and to credit the applicable Deposit Account with the proceeds and to take any other action it deems in relation good faith to that Corporate Action or class actionbe appropriate in which case, except as otherwise agreed provided it has met the standard of care in writing Section 12 hereof, it shall be held harmless by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class particular Portfolio of the Fund involved for any such action. (ciii) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to Proxies will only be fair and equitable. Bank will promptly notify Customer of any action taken voted pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer special arrangements which may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources agreed to be reliable, Bank has no duty to verify in writing between the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticeparties hereto.

Corporate Actions. (a) Bank will notify Customer promptly of any Corporate Action of which information is either (i) received directly by it Bank or by via a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; Subcustodian, or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for purpose. Bank also will use its reasonable efforts to notify its customers Customer of any class action litigation for which information is actually received by Bank but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in a timely mannerany class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, and credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be a fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionequitable manner. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its their accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticenotices.

Corporate Actions. (a) Bank will notify Customer promptly of any Corporate Action of which information is either (i) received directly by it Bank or by via a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; Subcustodian, or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for purpose. Bank also will use its reasonable efforts to notify its customers Customer of any class action litigation for which information is actually received by Bank but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in a timely mannerany class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, and credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be a fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionequitable manner. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its their accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticenotices.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to promptly notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify follow Corporate Actions and advise Customer in a timely manner of any those Corporate Action Actions of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of receives notice from the Corporate Action issuer or from the Securities Depository in time to notify its customers in a timely manner; which such Financial Assets are maintained or (ii) notice published via a formal notice in publications and reported in reporting services routinely routine used by Bank for this purpose in time for purpose. Bank also will use its reasonable efforts to notify its customers Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in a timely mannerany class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Subject to the standard of reasonable care and good faith of Section 7.1(a), Bank will follow Corporate Actions through receipt of notices from issuers, from Subcustodians, and from Securities Depositories through receipt of notices published in industry publications and reported in reporting services. Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) provided, however, that Bank shall be presumed to have actual knowledge of information published via a formal notice in publications and by reporting services routinely used by Bank for this purpose informing itself of Corporate Actions; and provided, further, that Bank shall not be responsible for the completeness or accuracy of such information. Information relative to any pending Corporate Action made available to Customer via any of the services described in time for Bank to notify its customers in a timely mannerthe Electronic and Online Services Schedule shall constitute the delivery of such information by Bank. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions prior to the deadline set by the Securities Depository with respect to any Corporate Action or class actionAction, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 2.8 (a) with respect to that Corporate Action. If Customer provides Bank with Instructions with respect to any Corporate Action or class action. (c) after the deadline set by Bank but before the deadline set by the Securities Depository, Bank shall use its diligent efforts to act on such Instructions. If Bank fails to act on complete Instructions provided by Customer prior to the deadline set by Bank with respect to any Corporate Action, Bank will be liable for Liabilities directly incurred by Customer. Bank’s deadline for receipt of Instructions from Customer with respect to any Corporate Action shall not precede the deadline set by the Securities Depository by more than a commercially reasonable period of time. Unless Bank receives instructions from Customer to the contrary, Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, and credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify basis such that Customer is not allocated a higher proportion of any action taken pursuant to this sub-sectionthe redeemed Financial Asset than it would on a pro rata basis. (dc) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarizedsummarized by such sources. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary provided by such sources and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable . Bank agrees to promptly notify Customer for of any loss that may result from relying on inaccuracy or omission in such noticematerials of which it obtains knowledge.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action.. EXECUTION (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) With respect to domestic U.S. and Canadian Securities (the latter only when held with DTC), the Bank will notify send to the Customer or the Authorized Person for a Custody Account such proxies (signed in blank, if issued in the name of the Bank's nominee or the nominee of a central depository) and communications with respect to Securities in the Custody Account as call for voting or relate to legal proceedings within a reasonable time after sufficient copies are received by the Bank for forwarding to its customers. In addition, the Bank will follow coupon payments, redemptions, exchanges or similar matters with respect to Securities in the Custody Account and advise the Customer or the Authorized Person for such Account of rights issued, tender offers or any Corporate Action other discretionary rights with respect to such Securities, in each case, of which information the Bank has received notice from the issuer of the Securities, or as to which notice is either published in publications routinely utilized by the Bank for this purpose. (b) With respect to proxies and Corporate Actions (as defined below) not covered by paragraph (a) of this Section 14: (i) received Whenever the Bank or its subcustodian receives information concerning the Securities which requires discretionary action by it the beneficial owner of the Securities (other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or by a Subcustodian legal notices or other material intended to be transmitted to securities holders ("Corporate Actions"), the Bank will give the Fund notice of such Corporate Actions to the extent that the Bank’s 's central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or customers. (ii) published via When a formal notice in publications and reporting services routinely used by rights entitlement or a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, the Bank for this purpose or its subcustodians will endeavor to obtain Instructions from the Fund or its Authorized Persons, but if Instructions are not received in time for the Bank to notify its customers in a take timely manner. Bank does not commitaction, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control or actual notice of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any such Corporate Action was received too late to seek Instructions, the Bank is authorized to sell such rights entitlement or class action, neither Bank nor its Subcustodians or their respective nominees will fractional interest and to credit the applicable Deposit Account with the proceeds and to take any other action it deems in relation good faith to that Corporate Action or class actionbe appropriate in which case, except as otherwise agreed provided it has met the standard of care in writing Section 12 hereof, it shall be held harmless by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class particular Portfolio of the Fund involved for any such action. (ciii) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to Proxies will only be fair and equitable. Bank will promptly notify Customer of any action taken voted pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer special arrangements which may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources agreed to be reliable, Bank has no duty to verify in writing between the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticeparties hereto.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will notify Customer of any class action litigation for which information is received by Bank’s central corporate actions department. Bank shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation unless Bank’s failure to notify Customer results from Bank’s negligence, bad faith or willful misconduct. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. Notwithstanding and in no way limiting the above, if an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action, upon request by Customer Bank shall use its best efforts to carry out such Instructions to the extent circumstances permit. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge receives notice of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticenotice unless Bank shall have been negligent in the selection of the source of such notices.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.10(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Subject to the standard of reasonable care of Section 7.1(a), Bank will follow Corporate Actions through receipt of notices from issuers, ==================================================================== from Subcustodians, Securities Depositories and notices published in industry ============================================================================== publications and reported in reporting services. Bank will promptly notify ======================================================================== Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions prior to the deadline set by the Securities Depository with respect to any Corporate Action or class actionAction, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action. If Customer provides Bank with Instructions with respect to any Corporate Action or class actionafter the deadline set by the Bank but before the deadline set by the Securities Depository, Bank shall use commercially reasonable efforts to act on such Instructions. If Bank fails to act on Instructions provided by Customer prior to the deadline set by Bank with respect to any Corporate Action, Bank will be liable for direct losses incurred by Customer. Bank's deadline for receipt of Instructions from Customer with respect to any Corporate Action shall not precede the deadline set by the Securities Depository by more than a commercially reasonable period of time, with such interval between the Bank's deadline and the Securities Depository's deadline as agreed upon between Customer and Bank. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class actionAction, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitablebasis such that Customer is not ==================================== allocated a higher proportion of the redeemed Financial Asset than it would ============================================================================= on a pro rata basis. Bank will promptly notify Customer of any action taken pursuant to this sub-section.==================== (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with timely Instructions regarding Customer’s desire to take action with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank Custodian will notify Customer Treasurer and Beneficial Owner of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that BankCustodian’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; , or (ii) published via a formal notice in publications and reporting services routinely used by Bank Custodian for this purpose in time for Bank Custodian to notify its customers in a timely manner; and (iii) within twenty-four (24) hours after the deadline for filing a Corporate Action response on behalf of Beneficial Owner, make information available to both Treasurer and Beneficial Owner regarding Corporate Action elections made by Custodian on behalf of Beneficial Owner. Bank Custodian also will use its reasonable efforts to notify Customer of any class action litigation, including class action litigation relating to Financial Assets held during any period in which Custodian or any entity which merged into Custodian served as custodian for Financial Assets, for which information is actually received by Custodian’s central corporate actions department but shall not be liable for any Liabilities arising out of Custodian’s failure to identify Customer’s interest in any class action litigation. Custodian does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at CustomerTreasurer’s request in a name not subject to the control of Bank Custodian or its Subcustodian. (b) If an Authorized Person fails to provide Bank Custodian with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees Custodian will not take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank Custodian and Customer Treasurer or as may be set forth by Bank Custodian as a default action in the notification it provides under Section 2.9 (asection 2.7(a) with respect to that Corporate Action or class action. (c) Bank Custodian may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect CustomerTreasurer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank Custodian may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems on a pro rata basis to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionthe extent reasonably practicable. (d) Notices of Corporate Actions and class actions dispatched to Customer Treasurer may have been obtained from sources which Bank Custodian does not control and may have been translated or summarized. Although Bank Custodian believes such sources to be reliable, Bank Custodian has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore summary. Therefore, Custodian does not guarantee its accuracy, completeness or timeliness, timeliness and shall not be liable to Customer Treasurer for any loss that may result from relying on such notice, unless Custodian’s central corporate actions department has actual knowledge that such notice is materially incorrect.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received Whenever Custodian receives information concerning the Financial Assets which requires discretionary action by it the beneficial owner of the Financial Assets (other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or by a Subcustodian legal notices or other material intended to be transmitted to Securities holders (“Corporate Actions”), Custodian shall give Company notice of such Corporate Actions to the extent that Bank’s its central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or customers. Custodian shall notify Company of any Corporate Action regarding Financial Assets held for the Company, that Custodian shall have received after its intended expiration. (ii) Custodian shall follow Corporate Actions and promptly advise Company of those Corporate Actions of which Custodian’s central corporate actions department receives notice from the issuer or from the Securities Depository in which such Financial Assets are maintained or notice published via a formal notice in publications and reported in reporting services routinely used by Bank Custodian for this purpose in time for Bank to notify its customers in a timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodianpurpose. (biii) If an Authorized Person fails to provide Bank Custodian with timely Instructions with respect to any Corporate Action or class actionAction, neither Bank Custodian nor its Subcustodians or their respective nominees will shall take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank Custodian and Customer Company or as may be set forth by Bank Custodian as a default action in the notification advice it provides under Section 2.9 (a) with respect to that Corporate Action or class actionAction. (civ) Bank may sell When a rights entitlement or otherwise dispose of a fractional interests in Financial Assets arising out of interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, Custodian shall endeavor to obtain instructions from Company or class action litigation andan Authorized Officer, but if instructions are not received in time for Custodian to the extent necessary to protect Customer’s interest in that take timely action, or actual notice of such Corporate Action was received too late to seek instructions, Custodian is authorized to sell such rights entitlement or class action, fractional interest and to credit the Cash Account with the proceeds of the sale or disposition. If sometake any other action Custodian deems, but not allin good faith, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionappropriate. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. Whenever Bank receives information concerning the Financial Assets which requires discretionary action by the beneficial owner of the Financial Assets (a) other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or legal notices or other material intended to be transmitted to securities holders (“Corporate Actions”), Bank shall give Customer prompt notice of such Corporate Actions to the extent that Bank’s central corporate actions department has actual knowledge of a Corporate Action in time to notify its customers. Bank will notify Customer of any Corporate Action corporate action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action corporate action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions corporate actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If . When a rights entitlement or a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, Bank shall endeavor to obtain Instructions from Customer or its Authorized Person fails (as defined in Section 10 hereof), but if Instructions are not received in time for Bank to provide Bank with take timely Instructions with respect to any action, or actual notice of such Corporate Action was received too late to seek Instructions, Bank is authorized to sell such rights entitlement or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation fractional interest and to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Deposit Account with the proceeds of the sale or disposition. If sometake any other action it deems, but not allin good faith, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources appropriate in which Bank does not control and may have been translated or summarized. Although Bank believes such sources to case it shall be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer held harmless for any loss that may result from relying on such noticeaction.

Corporate Actions. PROXIES Whenever the Bank receives information concerning the Securities which requires discretionary action by the beneficial owner of the Securities (a) other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or legal notices or other material intended to be transmitted to securities holders ("Corporate Actions"), the Bank will notify give the Customer notice of any such Corporate Action of which information is either (i) received by it or by a Subcustodian Actions to the extent that the Bank’s 's central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers customers. When a rights entitlement or a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, the Bank will endeavor to obtain Instructions from the Customer or its Authorized Person as defined in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose Section 10, but if Instructions are not received in time for the Bank to notify its customers in a take timely manner. Bank does not commitactions, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control or actual notice of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any such Corporate Action was received too late to seek Instructions, the Bank is authorized to sell such rights entitlement or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation fractional interest and to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Deposit Account with the proceeds of the sale or disposition. If sometake any other action it deems, but not allin good faith, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitableappropriate in which case it shall be held harmless for any such action. The Bank will promptly notify deliver proxies to the Customer of any action taken or its designated agent pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer special arrangements which may have been obtained from sources agreed to in writing. Such proxies shall be executed in the appropriate nominee name relating to Securities in the Custody Account registered in the name of such nominee but without indicating the manner in which Bank does not control and may have been translated or summarized. Although Bank believes such sources proxies are to be reliablevoted; and where bearer Securities are involved, Bank has no duty to verify the information contained proxies will be delivered in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticeaccordance with Instructions.

Corporate Actions. (aA) The Bank will notify Customer use reasonable endeavors to transmit promptly to the Fund on a timely basis all written information received by the Bank from issuers of domestic Securities, or received by the Bank via a Sub-Custodian from issuers of foreign Securities, in respect of any rights issues, subscription options, conversion options, elections, calls and similar rights, opportunities and advantages (each a "Corporate Action of Action") communicated to the Bank which may be derived from the Fund's Securities. (B) Where Securities in registered form are registered in the Fund’s name in accordance with market practice in the relevant Local Jurisdiction or by agreement between the Fund and the Bank, information is either (i) received by the Bank with respect to corporate actions on such Securities and account statements will be sent directly to the Fund. The Fund hereby undertakes to forward to the Bank promptly any information received by it relating to such Securities in order to enable the Bank to perform its duties under this Agreement. (C) Whenever notification of a rights entitlement or by a Subcustodian fractional interest resulting from a rights issue, stock dividend or stock split is received for the Account and where that right, entitlement or fractional interest bears an expiration date, the Bank will not be obliged to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose take any action if it does not receive appropriate Instructions in time for Bank it to notify its customers in a take to timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodianaction. (bD) The Bank will act in accordance with the Fund’s Instructions in relation to such Corporate Actions. If an Authorized Person the Fund fails to provide the Bank with timely Instructions with respect to any Corporate Action or class actionAction, neither the Bank nor its Subcustodians or their respective nominees Sub-Custodian will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by the Bank and Customer the Fund or as may be set forth by the Bank as a default action in the notification it provides under Section 2.9 (a9(A) herein with respect to that Corporate Action or class actionAction. (cE) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, Without prejudice to the extent necessary to protect Customer’s interest in that Corporate Action or class actionother provisions of this Agreement, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant sign in the Fund’s name all ownership and other certificates required to this sub-sectionobtain payment or exercise rights attached to the Securities provided that the Fund has delivered to the Bank all necessary documents requested by the Bank. (dF) Notices The Bank will not exercise any right or power in connection with the Securities unless it has received timely Instructions with regard to the exercise of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank any such right or power. (G) Where an exchange of Securities does not control reasonably require any Instruction (for example an exchange of temporary Securities for those in definitive form and may have been translated the exchange of warrants, or summarized. Although other documents of entitlement to Securities for the Securities themselves), the Bank believes such sources will attend to be reliable, Bank has no duty to verify it when it receives the relevant information contained in such notices nor despite the faithfulness absence of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticespecific Instruction.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with a timely Instructions Instruction with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) of this Agreement with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest Investment Company Rider to Global Custody Agreement 6 in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. Whenever the Bank receives information concerning the Securities which requires discretionary action by the beneficial owner of the Securities (a) other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or legal notices or other material intended to be transmitted to securities holders ("Corporate Actions"), the Bank will notify give the Customer notice of any such Corporate Action of which information is either (i) received by it or by a Subcustodian Actions to the extent that the Bank’s 's central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by customers. Bank for this purpose in time for Bank also will use its reasonable efforts to notify its customers Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in a timely mannerany class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets Securities being held at Customer’s 's request in a name not subject to the control of Bank Bank. When a rights entitlement or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action or class is received which bears an expiration date, the Bank will endeavor to obtain Instructions, as defined in Sub-section 11 of this Section I., but if Instructions are not received in time for the Bank to take timely action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that actual notice of such Corporate Action or class actionwas received too late to seek Instructions, except as otherwise agreed the Bank is authorized to act in writing accordance with the default option provided by Bank and Customer or as may be set forth by Bank as a default action in local market practice and/or the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) issuer of the Securities. Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank The indemnification provision of this Sub-section 7 (a) will promptly notify Customer survive the termination of any action taken pursuant to this sub-sectionAgreement. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank Custodian will notify Customer Treasurer and Beneficial Owner of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that BankCustodian’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; , or (ii) published via a formal notice in publications and reporting services routinely used by Bank Custodian for this purpose in time for Bank Custodian to notify its customers in a timely manner; and (iii) within twenty-four (24) hours after the deadline for filing a Corporate Action response on behalf of Beneficial Owner, make information available to both Treasurer and Beneficial Owner regarding Corporate Action elections made by Custodian on behalf of Beneficial Owner. Bank Custodian also will use its reasonable efforts to notify Customer of any class action litigation, including class action litigation relating to Financial Assets held during any period in which Custodian or any entity which merged into Custodian served as custodian for Financial Assets, for which information is actually received by Custodian’s central corporate actions department but shall not be liable for any Liabilities arising out of Custodian’s failure to identify Customer’s interest in any class action litigation. Custodian does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at CustomerTreasurer’s request in a name not subject to the control of Bank Custodian or its Subcustodian. (b) If an Authorized Person fails to provide Bank Custodian with timely Instructions with respect to any Corporate Action or class action, neither Bank Custodian nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank Custodian and Customer Treasurer or as may be set forth by Bank Custodian as a default action in the notification it provides under Section 2.9 (asection 2.8(a) with respect to that Corporate Action or class action. (c) Bank Custodian may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect CustomerTreasurer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank Custodian may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems on a pro rata basis to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionthe extent reasonably practicable. (d) Notices of Corporate Actions and class actions dispatched to Customer Treasurer may have been obtained from sources which Bank Custodian does not control and may have been translated or summarized. Although Bank Custodian believes such sources to be reliable, Bank Custodian has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore summary. Therefore, Custodian does not guarantee its accuracy, completeness or timeliness, timeliness and shall not be liable to Customer Treasurer for any loss that may result from relying on such notice, unless Custodian’s central corporate actions department has actual knowledge that such notice is materially incorrect.

Corporate Actions. (a) With respect to domestic U.S. and Canadian Securities (the latter only when held with DTC), the Bank will notify Customer send to the Fund or the Authorized Person for a Custody Account such proxies (signed in blank, if issued in the name of the Bank's nominee or the nominee of a central depository) and communications with respect to Securities in the Custody Account as call for voting or relate to legal proceedings within a reasonable time after sufficient copies are received by the Bank for forwarding to its customers. In addition, the Bank will follow coupon payments, redemptions, exchanges or similar matters with respect to Securities in the Custody Account and advise the Fund or the Authorized Person for such account of rights issued, tender offers or any Corporate Action other discretionary rights with respect to such Securities, in each case, of which information the Bank has received notice from the issuer of the Securities, or as to which notice is either published in publications routinely utilized by the Bank for this purpose. (b) With respect to proxies and Corporate Actions (as defined below) not covered by paragraph (a) of this Section 14: (i) received Whenever the Bank or its subcustodian receives information concerning the Securities which requires discretionary action by it the beneficial owner of the Securities (other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or by a Subcustodian legal notices or other material intended to be transmitted to securities holders ("Corporate Actions"), the Bank will give the Fund notice of such Corporate Actions to the extent that the Bank’s 's central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or customers. (ii) published via When a formal notice in publications and reporting services routinely used by rights entitlement or a fractional interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, the Bank for this purpose or its subcustodians will endeavor to obtain Instructions from the Fund or its Authorized Persons, but if Instructions are not received in time for the Bank to notify its customers in a take timely manner. Bank does not commitaction, however, to provide information concerning or actual notice of such Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian.Action was (biii) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees Proxies will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may only be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken voted pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer special arrangements which may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources agreed to be reliable, Bank has no duty to verify in writing between the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such noticeparties hereto.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank does also will notify Customer of any class action litigation for which information is received by Bank’s central corporate actions department. Bank shall not commit, however, be liable for any Liabilities arising out of Bank’s failure to provide information concerning Corporate Actions relating to Financial Assets being held at identify Customer’s request interest in a name not subject any class action litigation unless Bank’s failure to the control of Bank notify Customer results from Bank’s negligence, bad faith or its Subcustodianwillful misconduct. (b) Bank will use commercially reasonable efforts as would be expected of a professional custodian to carry out Customer’s Instructions in relation to such Corporate Actions to the extent circumstances permit. If an Authorized Person the Customer fails to provide Bank with timely Instructions with respect to any Corporate Action or class actionAction, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class actionAction. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received Whenever Custodian receives information concerning the Financial Assets which requires discretionary action by it the beneficial owner of the Financial Assets (other than a proxy), such as subscription rights, bonus issues, stock repurchase plans and rights offerings, or by a Subcustodian legal notices or other material intended to be transmitted to Securities holders ("Corporate Actions"), Custodian shall give Company notice of such Corporate Actions to the extent that Bank’s its central corporate actions department has actual knowledge of the a Corporate Action in time to notify its customers in a timely manner; or customers. Custodian shall notify Company of any Corporate Action regarding Financial Assets held for the Company, that Custodian shall have received after its intended expiration. (ii) Custodian shall follow Corporate Actions and promptly advise Company of those Corporate Actions of which Custodian's central corporate actions department receives notice from the issuer or from the Securities Depository in which such Financial Assets are maintained or notice published via a formal notice in publications and reported in reporting services routinely used by Bank Custodian for this purpose in time for Bank to notify its customers in a timely manner. Bank does not commit, however, to provide information concerning Corporate Actions relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodianpurpose. (biii) If an Authorized Person fails to provide Bank Custodian with timely Instructions with respect to any Corporate Action or class actionAction, neither Bank Custodian nor its Subcustodians or their respective nominees will shall take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank Custodian and Customer Company or as may be set forth by Bank Custodian as a default action in the notification advice it provides under Section 2.9 (a) with respect to that Corporate Action or class actionAction. (civ) Bank may sell When a rights entitlement or otherwise dispose of a fractional interests in Financial Assets arising out of interest resulting from a rights issue, stock dividend, stock split or similar Corporate Action is received which bears an expiration date, Custodian shall endeavor to obtain instructions from Company or class action litigation andan Authorized Officer, but if instructions are not received in time for Custodian to the extent necessary to protect Customer’s interest in that take timely action, or actual notice of such Corporate Action was received too late to seek instructions, Custodian is authorized to sell such rights entitlement or class action, fractional interest and to credit the Cash Account with the proceeds of the sale or disposition. If sometake any other action Custodian deems, but not allin good faith, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-sectionappropriate. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) The Bank will notify Customer the applicable Fund and the Investment Manager and procure that any appointed Subcustodian or Affiliated Subcustodian notifies the Investment Manager of any information it receives on any Corporate Action Action, in accordance with the timetable or cut off times specified in the Service Level Agreement. The Bank also shall notify the applicable Fund and the Investment Manager of any class action litigation relating to the Fund, the Securities or the Accounts for which information is either (i) actually received by it or by a Subcustodian the Bank in the appropriate department, but, provided that the Bank shall have used all reasonable skill and care and subject to Clause 8.1(e) of this Agreement, the extent that Bank’s central corporate actions department has actual knowledge Bank shall not otherwise be liable for any Liabilities arising out of the Corporate Action Bank's failure to identify a Fund's interest in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely mannerany class action litigation. Notwithstanding the foregoing, the Bank does not commit, however, commit to provide Corporate Action or class action litigation information concerning Corporate Actions relating to Financial Assets Securities being held at Customer’s a Fund's request in a name not subject to the control of Bank the Bank, its Affiliated Subcustodian or its Subcustodian. (b) If an Authorized Person fails to provide the Bank with timely Instructions with respect to any Corporate Action or class actionaction litigation in accordance with the timetable or cut off times specified in the Service Level Agreement, then the Bank will notify the applicable Fund and the Investment Manager of such failure in accordance with the procedures set out in the Service Level Agreement. In the event of a failure to provide such Instructions, neither the Bank nor its Subcustodians Subcustodians, Affiliated Subcustodian or their respective nominees will take any other action in relation to that Corporate Action or class actionaction litigation, except as otherwise agreed in writing by the Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class actionFund. (c) The Bank may may, on receipt of Instructions from an Authorized Person to do so, sell or otherwise dispose of fractional interests in Financial Assets Securities arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s a Fund's interest in that Corporate Action or class actionaction litigation, credit the applicable Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset Securities is called for redemption, the Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset Securities in any manner the Bank deems reasonably determines to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer a Fund may have been obtained from sources which the Bank does not control and may have been translated or summarizedsummarised. Although the Bank believes such sources to be reliable, the Bank has no duty to verify does not provide a service of verification of the information contained in such notices nor the faithfulness of any translation or summary and therefore has no duty to do so, does not guarantee its the accuracy, completeness or timelinesstimeliness of any such information, and shall not be liable to Customer a Fund or the Investment Manager for any loss that may result from any person relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s 's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank's central corporate actions department but shall not be liable for any Liabilities arising out of Bank's failure to identify Customer's interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank or its SubcustodianBank. (b) If an Authorized Person fails to provide Bank with timely Instructions regarding Customer's desire to take action with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a2.9(a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Subject to the standard of reasonable care of Section 7.1(a), Bank will follow Corporate Actions through receipt of notices from issuers, from Subcustodians, Securities Depositories and notices published in industry publications and reported in reporting services. Bank will promptly notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Customer’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions prior to the deadline set by the Securities Depository with respect to any Corporate Action or class actionAction, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class actionAction, except as otherwise agreed in writing by Bank and Customer or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action. If Customer provides Bank with Instructions with respect to any Corporate Action or class actionafter the deadline set by the Bank but before the deadline set by the Securities Depository, Bank shall use commercially reasonable efforts to act on such Instructions. If Bank fails to act on Instructions provided by Customer prior to the deadline set by Bank with respect to any Corporate Action, Bank will be liable for direct losses incurred by Customer. Bank’s deadline for receipt of Instructions from Customer with respect to any Corporate Action shall not precede the deadline set by the Securities Depository by more than a commercially reasonable period of time, with such interval between the Bank’s deadline and the Securities Depository’s deadline as agreed upon between Customer and Bank. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s interest in that Corporate Action or class actionAction, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify basis such that Customer is not allocated a higher proportion of any action taken pursuant to this sub-sectionthe redeemed Financial Asset than it would on a pro rata basis. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank will notify Customer of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; or (ii) published via a formal notice in publications and reporting services routinely used by Bank for this purpose in time for Bank to notify its customers in a timely manner. Bank also will use its reasonable efforts to notify Customer of any class action litigation for which information is actually received by Bank’s central corporate actions department but shall not be liable for any Liabilities arising out of Bank’s failure to identify Fund’s interest in any class action litigation. Bank does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s or Fund’s request in a name not subject to the control of Bank or its Subcustodian. (b) If an Authorized Person fails to provide Bank with timely Instructions with respect to any Corporate Action or class action, neither Bank nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank and Customer or Fund or as may be set forth by Bank as a default action in the notification it provides under Section 2.9 (a) with respect to that Corporate Action or class action. (c) Bank may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect CustomerFund’s interest in that Corporate Action or class action, credit the Cash Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer may have been obtained from sources which Bank does not control and may have been translated or summarized. Although Bank believes such sources to be reliable, Bank has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.

Corporate Actions. (a) Bank The Custodian will notify Customer (with a copy to the Collateral Agent) of any Corporate Action of which information is either (i) received by it or by a Subcustodian to the extent that Bank’s the Custodian's central corporate actions department has actual knowledge of the Corporate Action in time to notify its customers in a timely manner; manner or (ii) published via a formal notice in publications and reporting services routinely used by Bank the Custodian for this purpose in time for Bank the Custodian to notify its customers in a timely manner. Bank The Custodian also will use its reasonable efforts to notify Customer (with a copy to the Collateral Agent and the Collateral Agent shall forward such notices to the Representatives) of any class action litigation for which information is actually received by the Custodian's central corporate actions department but shall not be liable for any Liabilities arising out of the Custodian's failure to identify Customer's interest in any class action litigation. The Custodian does not commit, however, to provide information concerning Corporate Actions or class action litigation relating to Financial Assets being held at Customer’s 's request in a name not subject to the control of Bank the Custodian or its Subcustodian. (b) If an Authorized Person the Instructing Party fails to provide Bank the Custodian with timely Instructions with respect to any Corporate Action or class action, neither Bank the Custodian nor its Subcustodians or their respective nominees will take any action in relation to that Corporate Action or class action, except as otherwise agreed in writing by Bank the Custodian and Customer or as may be set forth by Bank the Custodian as a default action in the notification it provides under Section 2.9 (a2.10(a) with respect to that Corporate Action or class action. (c) Bank The Custodian may sell or otherwise dispose of fractional interests in Financial Assets arising out of a Corporate Action or class action litigation and, to the extent necessary to protect Customer’s 's interest in that Corporate Action or class action, credit the Cash applicable Included Account with the proceeds of the sale or disposition. If some, but not all, of an outstanding class of Financial Asset is called for redemption, Bank may allot the amount redeemed among the respective beneficial holders of such class of Financial Asset in any manner Bank deems to be fair and equitable. Bank will promptly notify Customer of any action taken pursuant to this sub-section. (d) Notices of Corporate Actions and class actions dispatched to Customer and the Collateral Agent may have been obtained from sources which Bank the Custodian does not control and may have been translated or summarized. Although Bank the Custodian believes such sources to be reliable, Bank the Custodian has no duty to verify the information contained in such notices nor the faithfulness of any translation or summary and therefore does not guarantee its accuracy, completeness or timeliness, and shall not be liable to Customer for any loss that may result from relying on such notice.