Common use of Description of Sub-Administration Services on a Continuous Basis Clause in Contracts

Description of Sub-Administration Services on a Continuous Basis. BNYM will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare and file each Fund’s Federal, state and excise tax returns (with proper authorization provided by the Fund and/or Administrator); (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM); (ix) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (x) Administratively assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printer; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xii) Coordinate the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xiii) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof;

Description of Sub-Administration Services on a Continuous Basis. BNYM will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare for execution and file filing each Fund’s Federal, state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM); (ix) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (x) Administratively assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printer; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xii) Coordinate the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiii) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xiv) Provide compliance policies and procedures related to services provided by BNYM and, if mutually agreed, certain of BNYM affiliates, summary procedures thereof and periodic certification letters; and (xv) Maintain a regulatory calendar for each Fund listing various SEC filing and board approval deadlines. All regulatory services are subject to the review and approval of Fund counsel. Exclusion: BNY Mellon is not responsible for the identification of securities requiring U.S. tax treatment that differs from treatment under U.S. generally accepted accounting principles (e.g., passive foreign investment companies (PFIC)); this responsibility resides with Funds’ management. BNY Mellon is responsible only for processing such identified securities, in accordance with U.S. tax laws and regulations.

Description of Sub-Administration Services on a Continuous Basis. BNYM will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare for execution and file filing each Fund’s Federal, Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viiivi) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM); (ixvii) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (xviii) Administratively assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printer; (xiix) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiix) Coordinate the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixi) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xii) Provide Rule 38a-1compliance policies and procedures with respect to relevant services provided by BNYM; and (xiii) Maintain a regulatory calendar for each Fund listing various SEC filing and board approval deadlines. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM (a) PFPC will perform the following sub-administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare for execution and file each the Fund’s Federal, 's Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal yearand file the Fund's Semi Annual Reports with the SEC on Form N-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures;SAR. (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s 's status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended; (vii) Prepare and file with the SEC the Fund's annual, with respect to qualification under the asset diversification semi-annual, and gross income testsquarterly shareholder reports; (viii) Prepare each Monitor sales of the Fund’s financial statements for its annual 's shares and semi-annual shareholder reports, and prepare and coordinate assure that the filing of Forms N-CSR, N-Q and N-PX (Fund has properly registered such shares with the Fund providing the voting records in the format required by BNYM)SEC and applicable state authorities; (ix) Prepare and coordinate file reports with the SEC including, the preparation and filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (x) Administratively assist in obtaining the fidelity bond Prepare and directors’ and officers’/errors and omissions insurance policies monitor an expense budget for each FundSeries, and coordinate the SEC filing including accruals for each category of each Fund’s fidelity bond with the Funds’ financial printerexpenses; (xi) Draft agendas (with final selection Determine the amount of agenda items being made by dividends and other distributions payable to shareholders as necessary to maintain the qualification as a regulated investment company of each Series of the Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with under the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)Code; (xii) Coordinate Provide personnel to serve as officers of the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with Fund if so elected by the expenses associated with any special meetings in excess of one annually to be negotiated between the parties);Trustees; and (xiii) Attend quarterly board meetings Maintain and up to one special board meeting annually (monitor the Fund's compliance with the expenses associated with any special meetings in excess amounts and conditions of one annually to be negotiated between the parties), and draft minutes thereof;each state registration or qualification.

Description of Sub-Administration Services on a Continuous Basis. BNYM BNY will perform the following administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iviii) Prepare for execution and file each FundPortfolio’s Federal, Federal and state and tax returns: prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax returns provision; and prepare all relevant 1099 calculations; (with proper authorization provided by iv) Coordinate contractual relationships and communications between the Fund and/or Administrator)and its contractual service providers; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator Coordinate printing of each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports; (vi) Prepare income and capital gain distributions; (vii) Prepare the semiannual and annual financial statements; (viii) Assist with monitoring each Portfolio’s compliance with IRC, SEC and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)prospectus requirements; (ix) Prepare Prepare, coordinate with the Fund’s counsel and coordinate the filing of with the SEC: annual Post-Effective Amendments Amendment to each the Fund’s Registration Statement on Form N-1A (not including the creation of a series or class)Statement; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR SAR; and, for an additional fee, the following forms: Form N-CSR; Form N-Q; and Form N-PX (ii) Notices pursuant to Rule 24f-2based upon voting information provided by the Fund and in the format required by BNY); (x) Administratively assist Monitor each Portfolio’s compliance with the amounts and conditions of each state qualification; and (xi) In connection with blue sky filings, the Fund hereby grants BNY a limited power of attorney on behalf of the Fund to sign all blue sky filings and other related documents in order to effect such filings. The Fund will provide BNY a listing of all jurisdictions in which each Portfolio (and class thereof) is lawfully available for sale as of the date of this Agreement and in which the Fund desires BNY to effect a blue sky filing. (xii) Assist administratively in obtaining the fidelity bond and directorstrustees’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 and coordinate 17d-1(d)(7) under the SEC filing of each 1940 Act as such bond and policies are approved by the Fund’s fidelity bond with the Funds’ financial printerBoard of Directors; (xixiii) Monitor the Fund’s assets to assure adequate fidelity bond coverage is maintained; (xiv) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiixv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixvi) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvii) Maintain a Fund calendar to assure compliance with various SEC filing and board approval deadlines; (xviii) Assist the Fund in the handling of SEC examinations and responses thereto; (xix) If the chief executive officer or chief financial officer of the Fund is required to provide a certification as part of the Fund’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Xxxxxxxx-Xxxxx Act of 2002, BNY will provide (to such person or entity as agreed between the Fund and BNY) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between the Fund and BNY from time to time. BNY shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Xxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and (xx) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing between the Fund and BNY. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM PFPC will perform assist the Administrator in performing the following sub-administration services with respect to each Portfoliothe Fund: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iii) Prepare the Fund's annual and semi-annual shareholder reports (not including Form N-CSR); (iv) Prepare and coordinate with the Fund's counsel Post-Effective Amendments to the Fund's Registration Statement and coordinate with the Fund's financial printer to file each Fund’s Federal, state and excise tax returns (such Amendments with proper authorization provided by the Fund and/or Administrator)SEC; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities Assist in the preparation for and coordination of notices of Annual or Special Meetings of Members (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth belowother than drafting proxy statements); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified Assist in obtaining the fidelity bond and directors' and officers'/errors and omissions insurance policies for the Fund in accordance with the requirements of Rule 17g-1 and 17d-1(d)(7) under the 1940 Act as such bond and policies are approved by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimatethe Fund's Board of Directors; (vii) Monitor and communicate the Fund's assets to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income testsassure adequate fidelity bond coverage is maintained; (viii) Prepare each Fund’s financial statements Draft agendas and resolutions for its annual quarterly and semi-annual shareholder reports, special Board meetings and prepare and coordinate draft written consents of the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)Board; (ix) Coordinate the preparation, assembly and mailing of materials for Board meetings; (x) Attend Board meetings and draft minutes thereof; (xi) Maintain the Fund's corporate calendar to assure compliance with various SEC filing and Board approval deadlines; (xii) Monitor the Fund's compliance with the amounts and conditions of each state qualification; (xiii) Assist the Fund in the handling of SEC examinations and responses thereto; (xiv) Maintain the Fund's files; (xv) Provide periodic updates on recent significant regulatory events relating to the 1940 Act; (xvi) Mail to appropriate parties the personal securities transaction quarterly reporting forms under the Fund's Code of Ethics pursuant to Rule 17j-1 under the 1940 Act; and (xvii) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (x) Administratively assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printer; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xii) Coordinate the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xiii) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof;SAR.

Description of Sub-Administration Services on a Continuous Basis. BNYM will perform the following administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iviii) Prepare for execution and file each FundPortfolio’s Federal, Federal and state and tax returns: prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax returns provision; and prepare all relevant 1099 calculations; (with proper authorization provided by iv) Coordinate contractual relationships and communications between the Fund and/or Administrator)and its contractual service providers; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator Coordinate printing of each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports; (vi) Prepare income and capital gain distributions; (vii) Prepare the semiannual and annual financial statements; (viii) Assist with monitoring each Portfolio’s compliance with IRC, SEC and prepare prospectus requirements; (ix) Prepare, coordinate with the Fund’s counsel and coordinate the filing of Forms with the SEC: annual Post-Effective Amendment to the Fund’s Registration Statement; semi-annual reports on Form N-SAR; and, for an additional fee, the following forms: Form N-CSR, ; Form N-Q Q; and Form N-PX (with based upon voting information provided by the Fund providing the voting records and in the format required by BNYM); (ixx) Prepare Monitor each Portfolio’s compliance with the amounts and coordinate the filing conditions of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class)state qualification; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2;and (xxi) Administratively assist In connection with blue sky filings, the Fund hereby grants BNYM a limited power of attorney on behalf of the Fund to sign all blue sky filings and other related documents in order to effect such filings. The Fund will provide BNYM a listing of all jurisdictions in which each Portfolio (and class thereof) is lawfully available for sale as of the date of this Agreement and in which the Fund desires BNYM to effect a blue sky filing. (xii) Assist administratively in obtaining the fidelity bond and directorstrustees’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 and coordinate 17d-1(d)(7) under the SEC filing of each 1940 Act as such bond and policies are approved by the Fund’s fidelity bond with the Funds’ financial printerBoard of Directors; (xixiii) Monitor the Fund’s assets to assure adequate fidelity bond coverage is maintained; (xiv) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiixv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixvi) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvii) Maintain a Fund calendar to assure compliance with various SEC filing and board approval deadlines; (xviii) Assist the Fund in the handling of SEC examinations and responses thereto; (xv) If the chief executive officer or chief financial officer of the Fund is required to provide a certification as part of the Fund’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Xxxxxxxx-Xxxxx Act of 2002, BNYM will provide (to such person or entity as agreed between the Fund and BNYM) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between the Fund and BNYM from time to time. BNYM shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Xxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and

Description of Sub-Administration Services on a Continuous Basis. BNYM PFPC will perform the following sub-administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio portfolio and Fund Company statistical data as requested on an ongoing basis; (iii) Prepare for execution and file the Company’s Federal and state tax returns; prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax provision; and prepare all relevant 1099 calculations; (iv) Prepare Coordinate contractual relationships and file each Fund’s Federal, state communications between the Company and excise tax returns (with proper authorization provided by the Fund and/or Administrator)its contractual service providers; (v) Prepare fiscal yearCoordinate printing of the Company’s annual and semi-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosuresannual shareholder reports; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimateincome and capital gain distributions; (vii) Monitor and communicate Provide the financial data only to the Administrator each PortfolioCompany’s status as a regulated investment company under Sub-chapter M 10K and 10Q; (viii) Calculate the incentive fee using the form of computation provided by Highland; (ix) Monitor the Company’s compliance with the requirements of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests;. (viiix) Prepare each FundPrepare, coordinate with the Company’s financial statements for its annual and semi-annual shareholder reports, and prepare counsel and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing SEC of the voting records in the format required by BNYM); (ix) Prepare and coordinate the filing of annual Annual Post-Effective Amendments to each Fundthe Company’s Registration Statement Statement. PFPC will rely on Form N-1A (not including the creation of a series or class); prepare counsel for assistance and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant guidance with respect to Rule 24f-2specific business development company requirements; (xxi) Administratively assist Assist in the preparation of annual notices of meetings of stockholder and proxy materials relating to such annual meetings; (xii) Assist administratively in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, and coordinate the SEC filing of each Fund’s fidelity bond Company in accordance with the Funds’ financial printerrequirements of Rule 17g-1 and 17d-1(d)(7) under the 1940 Act as such bond and policies are approved by the Company’s Board of Directors; (xixiii) Monitor the Company’s assets to assure adequate fidelity bond coverage is maintained; (xiv) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiixv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixvi) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvii) Maintain the Company’s calendar to assure compliance with various SEC filings and board approval deadlines; (xviii) Assist the Company in the handling of SEC examinations and responses thereto; (xix) If the chief executive officer or chief financial officer of the Company is required to provide a certification as part of the Company’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Sxxxxxxx-Xxxxx Act of 2002, PFPC will provide (to such person or entity as agreed between the Company and PFPC) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between Highland and PFPC from time to time. PFPC shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Sxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and (xx) Perform such additional administrative duties relating to the administration of the Company as may subsequently be agreed upon in writing between Highland and PFPC. PFPC will bear no responsibility for the Company’s compliance with business development company requirements under the 1940 Act to the extent such requirements are in place of, in addition to, or different from those of registered investment companies that are not business development companies.

Description of Sub-Administration Services on a Continuous Basis. BNYM Subject to the oversight of AIGGIC, PFPC will perform provide the following administration services with respect to each Portfoliothe Fund: (ia) Prepare quarterly broker security transactions summaries; (iib) Prepare monthly security transaction listings; (iiic) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (ivd) Prepare for execution and file each the Fund’s Federal, 's Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (viie) Monitor and communicate to the Administrator each Portfolio’s Fund's status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM); (ixf) Prepare and coordinate file with the filing of SEC the Fund's annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2Form N-CSR, and all necessary reports on Form N-Q; (xg) Administratively assist Assist in obtaining completing applications for the Fund's fidelity bond and directors’ ' and officers’/errors officers'/errors and omissions insurance policies for each Fundpolicies, and coordinate file the SEC filing of each Fund’s 's fidelity bond with the Funds’ financial printerSEC in accordance with the requirements of Rule 17g-1 under the 1940 Act; (xih) Monitor the Fund's assets to ensure adequate fidelity bond coverage is maintained; (i) Draft agendas (with final selection of agenda items being made by Fund counsel) agendas, notices, minutes, and resolutions for quarterly board meetings of the Fund's Board of Trustees and up to one special board meeting annually (with meetings of shareholders and draft written consents of the expenses associated with any special meetings in excess Fund's Board of one annually to be negotiated between the parties)Trustees; (xiij) Coordinate the preparation, assembly and mailing of board materials for quarterly board Board meetings (in electronic or hard copy format) and up attend quarterly Board meetings; (k) Assist in the preparation of proxy materials relating to one special board meeting annually shareholder meetings; (with l) Assist the expenses associated with any special meetings Fund in excess the handling of one annually SEC examinations; (m) Maintain the Fund's files; (n) Assist in preparing SEC filings and other documentation required for the quarterly repurchase offers; (o) Provide performance measurement and analysis, including furnishing performance data, statistical data and research data to be negotiated the Fund; (p) Assist in the preparation and the coordination of the printing of the private placement memoranda and such other documents (as mutually agreed on between the parties)) that are required to be provided to shareholders of the Fund; (xiiiq) Attend quarterly board meetings Make itself reasonably available to assist in the Fund's financial reporting and up assist the Fund's auditors in the preparation of financial statements; (r) Perform such additional administrative duties relating to one special board meeting annually (with the expenses associated with any special meetings administration of the Fund as may subsequently be agreed upon in excess of one annually to be negotiated between writing by the parties), and draft minutes thereof;including the costs related thereto.

Description of Sub-Administration Services on a Continuous Basis. BNYM PFPC will perform the following administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio portfolio and Fund statistical data as requested on an ongoing basis; (iii) Prepare for execution and file the Fund’s Federal and state tax returns: prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax provision; and prepare all relevant 1099 calculations; (iv) Prepare Coordinate contractual relationships and file each Fund’s Federal, state and excise tax returns (with proper authorization provided by communications between the Fund and/or Administrator)and its contractual service providers; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M Coordinate printing of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports; (vi) Prepare income and capital gain distributions; (vii) Prepare the semiannual and annual financial statements; (viii) Monitor the Fund’s compliance with IRC, SEC and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)prospectus requirements; (ix) Prepare Prepare, coordinate with the Fund’s counsel and coordinate the filing of annual with the SEC: Post-Effective Amendments to each the Fund’s Registration Statement and supplements to or revisions of the Fund’s prospectus and statement of additional information; Quarterly Repurchase Offer Filings on Form N-1A (not including the creation of a series or class)N-23c-3; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2Form N-CSR; Form N-Q; and Form N-PX based upon information provided by Highland; (x) Administratively assist Assist in the preparation of notices of meetings of shareholders and proxy materials relating to such meetings; (xi) Assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 and coordinate 17d-1(d)(7) under the SEC filing of each 1940 Act as such bond and policies are approved by the Fund’s fidelity bond with the Funds’ financial printer; (xi) Draft agendas (with final selection Board of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)Directors; (xii) Monitor the Fund’s assets to assure adequate fidelity bond coverage is maintained; (xiii) Draft agendas and resolutions for quarterly and special board meetings; (xiv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)materials; (xiiixv) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvi) Maintain the Fund’s corporate calendar to assure compliance with various filing and board approval deadlines; (xvii) Assist the Fund in the handling of SEC examinations and responses thereto; and (xviii) If the chief executive officer or chief financial officer of the Fund is required to provide a certification as part of the Fund’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Xxxxxxxx-Xxxxx Act of 2002, PFPC will provide (to such person or entity as agreed between the Fund and PFPC) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between Highland and PFPC from time to time. PFPC shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Xxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and (xix) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing between Highland and PFPC.

Description of Sub-Administration Services on a Continuous Basis. BNYM PNC will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare for execution and file each filing the Fund’s Federal, Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viiivi) Prepare each the Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYMPNC); (ixvii) Prepare and coordinate the filing of annual Post-Effective Amendments to each the Fund’s Registration Statement on Form N-1A (not including the creation addition of a new series or class); prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (xviii) Administratively assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 under the 1940 Act as such bond and coordinate policies are approved by the SEC filing of each Fund’s fidelity bond with the Funds’ financial printerBoard of Directors; (xiix) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiix) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)committee meetings; (xiiixi) Attend quarterly board meetings and up to one special any board meeting annually (with the expenses associated with any special committee meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xii) Provide compliance policies and procedures related to services provided by PNC and, if mutually agreed, certain PNC affiliates, summary procedures thereof and periodic certification letters; and (xiii) Maintain a regulatory calendar for the Fund listing various SEC filing and board approval deadlines. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM PFPC will perform the following sub-administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio portfolio and Fund statistical data as requested on an ongoing basis; (iii) Prepare for execution and file the Fund’s Federal and state tax returns; prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax provision; and prepare all relevant 1099 calculations; (iv) Prepare Coordinate contractual relationships and file each Fund’s Federal, state and excise tax returns (with proper authorization provided by communications between the Fund and/or Administrator)and its contractual service providers; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M Coordinate printing of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports; (vi) Prepare income and capital gain distributions; (vii) Prepare the semiannual and annual financial statements; (viii) Monitor the Fund’s compliance with IRC, SEC and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)prospectus requirements; (ix) Prepare Prepare, coordinate with the Fund’s counsel and coordinate the filing of annual with the SEC: Post-Effective Amendments to each the Fund’s Registration Statement and supplements to or revisions of the Fund’s prospectus and statement of additional information; Quarterly Repurchase Offer Filings on Form N-1A (not including the creation of a series or class)N-23c-3; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2Form N-CSR; Form N-Q; and Form N-PX based upon information provided by Highland; (x) Administratively assist Assist in the preparation of notices of meetings of shareholders and proxy materials relating to such meetings; (xi) Assist in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 and coordinate 17d-1(d)(7) under the SEC filing of each 1940 Act as such bond and policies are approved by the Fund’s fidelity bond with the Funds’ financial printer; (xi) Draft agendas (with final selection Board of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)Directors; (xii) Monitor the Fund’s assets to assure adequate fidelity bond coverage is maintained; (xiii) Draft agendas and resolutions for quarterly and special board meetings; (xiv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)materials; (xiiixv) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvi) Maintain the Fund’s calendar to assure compliance with various filing and board approval deadlines; (xvii) Assist the Fund in the handling of SEC examinations and responses thereto; (xviii) If the chief executive officer or chief financial officer of the Fund is required to provide a certification as part of the Fund’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Sxxxxxxx-Xxxxx Act of 2002, PFPC will provide (to such person or entity as agreed between the Fund and PFPC) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between Highland and PFPC from time to time. PFPC shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Sxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and (xix) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing between Highland and PFPC.

Description of Sub-Administration Services on a Continuous Basis. BNYM (a) BNY Mellon will perform the following sub-administration services with respect to each Portfoliothe Fund: (i) Prepare File (or coordinate the filing of) the Fund’s annual and semi-annual reports with the SEC on Forms N-SAR and N-CSR and the Fund’s quarterly broker security transactions summariesreports with the SEC on Form N-Q; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare and file each Monitor the Fund’s Federal, state and excise tax returns (with proper authorization provided by the Fund and/or Administrator); (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amendedamended (“Sub-Chapter M”); (iii) Coordinate printing and mailing of annual and semi-annual financial statements; (iv) Prepare reports for Fund Boards; (v) Provide compliance policies and procedures related to services provided by BNY Mellon and, with respect to qualification under if mutually agreed, certain of BNY Mellon’s affiliates, summary procedures thereof and periodic certification letters; (vi) Prepare, execute, and file the asset diversification Fund’s Federal and gross income testsstate informational tax returns (such state returns as of the date of this Agreement including for Delaware and Connecticut) and appropriate extensions after review and approval by the Fund’s independent registered public accounting firm; (vii) Prepare, execute, and file the Fund’s federal excise returns (Form 8613) after review and approval by the Fund’s independent registered public accounting firm; (viii) Prepare each Fund’s annual tax provisions and financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)tax disclosures; (ix) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) tax cost for semi-annual reports on and Form N-SAR Q filings updated for current year-to-date wash sales and (ii) Notices pursuant to Rule 24f-2prior year known Schedule M adjustments; (x) Administratively assist Prepare dividend calculations, including accompanying analysis and earnings summary in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fundaccordance with applicable policy (as such policy is provided in writing by VP Distributors to BNY Mellon), and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printermaintain dividend history; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) Prepare required disclosures for shareholder reporting, including Form 1099-DIV reporting and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)supporting materials such as QDI, DRD, income from U.S. Obligations, income from State obligations or other required disclosures; (xii) Coordinate the assembly and mailing of board materials for Prepare Earnings Summary Report on a quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)basis; (xiii) Attend quarterly board meetings Monitor and up to one special board meeting annually (with propose procedures as needed for tax considerations in the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)following areas: corporate actions, consent income, bad debt/restructurings, new instruments, premium amortization, and draft minutes thereof;legislation and industry developments on an ad hoc basis; and (xiv) Prepare and deliver, to the extent available to BNY Mellon, survey information when and in the form requested. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM Subject to the oversight of AIGGIC, PFPC will perform provide the following administration services with respect to each Portfoliothe Fund: (ia) Prepare quarterly broker security transactions summaries; (iib) Prepare monthly security transaction listings; (iiic) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (ivd) Prepare for execution and file each the Fund’s Federal, Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (viie) Monitor and communicate to the Administrator each PortfolioFund’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM); (ixf) Prepare and coordinate file with the filing of annual Post-Effective Amendments to each SEC the Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare annual and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2Form N-CSR, and semi-annual reports on Form N-Q; (xg) Administratively assist Assist in obtaining completing applications for the Fund’s fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fundpolicies, and coordinate file the SEC filing of each Fund’s fidelity bond with the Funds’ financial printerSEC in accordance with the requirements of Rule 17g-1 under the 1940 Act; (xih) Monitor the Fund’s assets to ensure adequate fidelity bond coverage is maintained; (i) Draft agendas (with final selection of agenda items being made by Fund counsel) agendas, notices, and resolutions for quarterly board meetings of the Fund’s Board of Trustees or shareholders and up to one special board meeting annually (with draft written consents of the expenses associated with any special meetings in excess Fund’s Board of one annually to be negotiated between the parties)Trustees; (xii) Coordinate the assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xiiij) Attend quarterly board Board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (k) Assist in the preparation of proxy materials relating to shareholder meetings; (l) Assist the Fund in the handling of SEC examinations; (m) Maintain the Fund’s files; (n) Assist in preparing SEC filings and other documentation required for tender offers; (o) Provide performance measurement and analysis, including furnishing performance data, statistical data and research data to the Fund; (p) Assist in the preparation and printing of all documents, private placement memoranda and reports and other materials sent to shareholders; (q) Assist in the Fund’s financial reporting and assist the Fund’s auditors in the preparation of financial statements; (r) At the request of the Fund, assist in the development and monitoring of compliance procedures for the Fund concerning, among other matters, adherence of the Fund to its investment objectives, policies, restrictions, tax matters and applicable laws and regulations; (s) Prepare and file Form D notices with the SEC and monitoring state exemption filings and notices with various states and other jurisdictions made by other agents of the Fund; and (t) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing between AIGGIC and PFPC.

Description of Sub-Administration Services on a Continuous Basis. BNYM (a) PFPC will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions and commissions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare Maintain a check list of portfolio transaction compliance tests performed by PFPC on a post-trade basis; perform such compliance tests; report the results of such compliance tests to such persons as the Portfolio’s investment adviser directs; and file each Fund’s Federalprepare a monthly report for PNC detailing the results of such compliance tests; for clarity, state and excise tax returns (PFPC is not responsible for compliance or non-compliance by a Portfolio with proper authorization provided by the Fund and/or Administrator)any applicable requirements; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on Assist in collecting information from the Portfolios’ investment advisers related to (i) transactions reportable under Rules 17a-7, 10f-3 and 00x-0 xxxxx xxx 0000 Xxx, (xx) transactions in securities undertaken pursuant to Section 4(2) of the 1933 Act and Rule 144A thereunder and (identified iii) transactions in securities which securities a Portfolio’s investment adviser has determined are illiquid, and provide to PNC a summary report of the information provided to PFPC by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosuresthe investment advisers; (vi) Prepare calendar year workpapers relating to the preparation and filing of the Portfolios’ Federal and state tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimatereturns; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its the Portfolios’ annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX with respect to the Portfolios (with the Fund PNC providing the voting records in the format required by BNYMPFPC); (ix) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing offile) (i) semi-annual reports on Form N-SAR with respect to the Portfolios and (ii) Notices pursuant to Rule 24f-224f-2 with respect to the Portfolios; (x) Administratively assist in obtaining Prepare and file the fidelity bond and directorsPortfolios’ and officers’/errors and omissions insurance policies for each Fund, and coordinate Form 1099 MISC with respect to the SEC filing of each Fund’s fidelity bond with the Funds’ financial printerDirectors and vendors; (xi) Draft agendas (with final selection Identify and track book-tax differences; prepare and review tax disclosures for inclusion in the annual and semi-annual shareholder reports; prepare and review year-end re-characterizations of agenda items being made by Fund counsel) income, return of capital distributions, foreign tax credits, tax exempt percentages for Form 1099, and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)other year-end shareholder reporting requirements; (xii) Coordinate Review all dividend distributions to ensure that they are not “preferential” under the assembly and mailing Internal Revenue Code of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties);1986, as amended; and (xiii) Attend Review corporate actions with respect to appropriate tax treatment. (b) PFPC will provide or make available to PNC (or, if PNC directs, to the Fund, provided the Fund agrees to treat the material as confidential in accordance with Section 6 above) (i) compliance policies and procedures related to the services provided by PFPC and PFPC Trust Company with respect to the Fund, (ii) summaries of such compliance policies and procedures and (iii) a quarterly board meetings certification letter relating to adherence with such compliance policies and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof;procedures.

Description of Sub-Administration Services on a Continuous Basis. BNYM (a) BNY Mellon will perform the following sub-administration services with respect to each Portfoliothe Fund: (i) Prepare File (or coordinate the filing of) the Fund’s annual and semi-annual reports with the SEC on Forms N-SAR and N-CSR and the Fund’s quarterly broker security transactions summariesreports with the SEC on Form N-Q; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare and file each Monitor the Fund’s Federal, state and excise tax returns (with proper authorization provided by the Fund and/or Administrator); (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amendedamended (“Sub-Chapter M”); (iii) Coordinate printing and mailing of annual and semi-annual financial statements; (iv) Prepare reports for Fund Boards; (v) Provide compliance policies and procedures related to services provided by BNY Mellon and, with respect to qualification under if mutually agreed, certain of BNY Mellon’s affiliates, summary procedures thereof and periodic certification letters; (vi) Prepare, execute, and file the asset diversification Fund’s Federal and gross income testsstate informational tax returns (such state returns as of the date of this Agreement including for Delaware and Connecticut) and appropriate extensions after review and approval by the Fund’s independent registered public accounting firm; (vii) Prepare, execute, and file the Fund’s federal excise returns (Form 8613) after review and approval by the Fund’s independent registered public accounting firm; (viii) Prepare each Fund’s annual tax provisions and financial statements for its annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)tax disclosures; (ix) Prepare and coordinate the filing of annual Post-Effective Amendments to each Fund’s Registration Statement on Form N-1A (not including the creation of a series or class); prepare and file (or coordinate the filing of) (i) tax cost for semi-annual reports on and Form N-SAR Q filings updated for current year-to-date wash sales and (ii) Notices pursuant to Rule 24f-2prior year known Schedule M adjustments; (x) Administratively assist Prepare dividend calculations, including accompanying analysis and earnings summary in obtaining the fidelity bond and directors’ and officers’/errors and omissions insurance policies for each Fundaccordance with applicable policy (as such policy is provided in writing by VP Distributors to BNY Mellon), and coordinate the SEC filing of each Fund’s fidelity bond with the Funds’ financial printermaintain dividend history; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) Prepare required disclosures for shareholder reporting, including Form 1099-DIV reporting and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)supporting materials such as QDI, DRD, income from U.S. Obligations, income from State obligations or other required disclosures; (xii) Coordinate the assembly and mailing of board materials for Prepare Earnings Summary Report on a quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)basis; (xiii) Attend quarterly board meetings Monitor and up to one special board meeting annually (with propose procedures as needed for tax considerations in the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)following areas: corporate actions, consent income, bad debt/restructurings, new instruments, premium amortization, and draft minutes thereof;legislation and industry developments on an ad hoc basis; and (xiv) Prepare and deliver, to the extent available to BNY Mellon, survey information when and in the form requested. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM Subject to the oversight of the Administrator, PFPC will perform the following administration services with respect to each Portfolio: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iv) Prepare for execution and file each the Fund’s Federal, 's Federal and state and excise tax returns (with proper authorization provided by the Fund and/or Administrator)returns; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator each Portfolio’s 's status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viiivi) Prepare each the Fund’s financial statements for its 's annual and semi-annual shareholder reports, and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYMPFPC); (ixvii) Prepare and coordinate the filing of annual Post-Effective Amendments to each the Fund’s 's Registration Statement on Form N-1A (not including the creation of a series or class)Statement; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR and (ii) Notices pursuant to Rule 24f-2; (xviii) Administratively assist in obtaining the fidelity bond and directors’ ' and officers’/errors officers'/errors and omissions insurance policies for each the Fund in accordance with the requirements of Rule 17g-1 and 17d-1(d)(7) under the 1940 Act as such bond and policies are approved by the Fund, 's Board of Trustees and coordinate filing the SEC filing of each Fund’s 's fidelity bond with the Funds’ financial printerSEC in accordance with the requirements of Rule 17g-1 under the 1940 Act; (ix) Monitor the Fund's assets to ensure that adequate fidelity bond coverage is maintained; (x) Draft agendas and resolutions for quarterly board meetings; (xi) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties); (xii) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixii) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xiii) Assist in the preparation of proxy materials relating to shareholder meetings; (xiv) Assist the Fund in the handling of SEC examinations; (xv) Maintain the Fund's files; (xvi) Maintain a regulatory calendar for the Fund listing various SEC filing and board approval deadlines; (xvii) Assist in preparing SEC filings and other documentation required for tender offers; (xviii) Provide performance measurement and analysis, including furnishing performance data, statistical data and research data to the Fund; (xix) Assist in the preparation and printing of all documents, private placement memoranda, reports and other materials sent to shareholders; (xx) Assist in the Fund's financial reporting and assist the Fund's auditors in the preparation of financial statements; (xxi) At the request of the Fund, assist in the development and monitoring of compliance procedures for the Fund concerning, among other matters, adherence of the Fund to its investment objectives, policies, restrictions, tax matters and applicable laws and regulations; (xxii) Prepare and file Form D notices with the SEC and monitoring the Fund's compliance with the amounts and conditions of each state qualification ; and (xxiii) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing among the Administrator, the Fund and PFPC. All regulatory services are subject to the review and approval of Fund counsel.

Description of Sub-Administration Services on a Continuous Basis. BNYM PFPC will perform the following administration services with respect to each Portfolioservices: (i) Prepare quarterly broker security transactions summaries; (ii) Prepare monthly security transaction listings; (iiiii) Supply various normal and customary Portfolio and Fund statistical data as requested on an ongoing basis; (iviii) Prepare for execution and file each FundPortfolio’s Federal, Federal and state and tax returns: prepare a fiscal tax provision in coordination with the annual audit; prepare an excise tax returns provision; and prepare all relevant 1099 calculations; (with proper authorization provided by iv) Coordinate contractual relationships and communications between the Fund and/or Administrator)and its contractual service providers; (v) Prepare fiscal year-end tax provision analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare ROCSOP adjusting entries; prepare financial statement footnote disclosures; (vi) Prepare calendar year tax distribution analysis; process tax adjustments on securities (identified by Funds’ management) that require such treatment (subject to “Exclusion” set forth below); prepare annual tax-based distribution estimate; (vii) Monitor and communicate to the Administrator Coordinate printing of each Portfolio’s status as a regulated investment company under Sub-chapter M of the Internal Revenue Code of 1986, as amended, with respect to qualification under the asset diversification and gross income tests; (viii) Prepare each Fund’s financial statements for its annual and semi-annual shareholder reports; (vi) Prepare income and capital gain distributions; (vii) Prepare the semiannual and annual financial statements; (viii) Assist with monitoring each Portfolio’s compliance with IRC, SEC and prepare and coordinate the filing of Forms N-CSR, N-Q and N-PX (with the Fund providing the voting records in the format required by BNYM)prospectus requirements; (ix) Prepare Prepare, coordinate with the Fund’s counsel and coordinate the filing of with the SEC: annual Post-Effective Amendments Amendment to each the Fund’s Registration Statement on Form N-1A (not including the creation of a series or class)Statement; prepare and file (or coordinate the filing of) (i) semi-annual reports on Form N-SAR SAR; and, for an additional fee, the following forms: Form N-CSR; Form N-Q; and Form N-PX (ii) Notices pursuant to Rule 24f-2based upon voting information provided by the Fund and in the format required by PFPC); (x) Administratively assist Monitor each Portfolio’s compliance with the amounts and conditions of each state qualification; and (xi) In connection with blue sky filings, the Fund hereby grants PFPC a limited power of attorney on behalf of the Fund to sign all blue sky filings and other related documents in order to effect such filings. The Fund will provide PFPC a listing of all jurisdictions in which each Portfolio (and class thereof) is lawfully available for sale as of the date of this Agreement and in which the Fund desires PFPC to effect a blue sky filing. (xii) Assist administratively in obtaining the fidelity bond and directorstrustees’ and officers’/errors and omissions insurance policies for each Fund, the Fund in accordance with the requirements of Rule 17g-1 and coordinate 17d-1(d)(7) under the SEC filing of each 1940 Act as such bond and policies are approved by the Fund’s fidelity bond with the Funds’ financial printerBoard of Directors; (xixiii) Monitor the Fund’s assets to assure adequate fidelity bond coverage is maintained; (xiv) Draft agendas (with final selection of agenda items being made by Fund counsel) and resolutions for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiixv) Coordinate the preparation, assembly and mailing of board materials for quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties)meetings; (xiiixvi) Attend quarterly board meetings and up to one special board meeting annually (with the expenses associated with any special meetings in excess of one annually to be negotiated between the parties), and draft minutes thereof; (xvii) Maintain a Fund calendar to assure compliance with various SEC filing and board approval deadlines; (xviii) Assist the Fund in the handling of SEC examinations and responses thereto; (xix) If the chief executive officer or chief financial officer of the Fund is required to provide a certification as part of the Fund’s Form N-CSR or Form N-Q filing pursuant to regulations promulgated by the SEC under Section 302 of the Xxxxxxxx-Xxxxx Act of 2002, PFPC will provide (to such person or entity as agreed between the Fund and PFPC) a sub-certification in support of certain matters set forth in the aforementioned certification, such sub-certification to be in such form and relating to such matters as agreed between the Fund and PFPC from time to time. PFPC shall be required to provide the sub-certification only during the term of the Agreement and only if it receives such cooperation as it may request to perform its investigations with respect to the sub-certification. For clarity, the sub-certification is not itself a certification under the Xxxxxxxx-Xxxxx Act of 2002 or under any other regulatory requirement; and (xx) Perform such additional administrative duties relating to the administration of the Fund as may subsequently be agreed upon in writing between the Fund and PFPC. All regulatory services are subject to the review and approval of Fund counsel.