Common use of DUTIES OF THE CUSTODIAN Clause in Contracts

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care in the performance of the Services and its other duties under this Schedule. 4.2 The only duties of the Custodian shall be to perform the Services and its other duties set out in this Schedule in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal of the Property remains with the Client and/or the Manager at all times.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care shall perform or cause its agents or sub- custodians to perform the following duties with respect to the Account: a. Hold the property in the performance of the Services and its other duties under this Schedule. 4.2 The only duties safekeeping facilities of the Custodian or of other custodian banks or clearing corporations, in the United States or elsewhere in accordance with applicable law; b. Collect income payable to and distributions due to the Account and sign on the Account’s behalf all declarations, affidavits, and certificates of ownership required to collect income and principal payments; provided that the Custodian shall not be responsible for the failure to perform receive payment of (or late payment of) distributions with respect to securities or other property held in the Services and its Account; c. Subject to the timely receipt of notice from an issuer or the Pledgor’s Authorized Party, collect all proceeds from securities, certificates of deposit or other investments held in the Account which may mature or be called; d. If a Notice of Exclusive Control has not been sent by the Secured Party, forward to the Pledgor’s Authorized Party proxies or ballots for any stocks, bonds or other securities held in the Account in a form to enable the Pledgor’s Authorized Party to effect the voting of proxies, excluding bankruptcy matters to which the Custodian’s duties are set out forth in this Schedule Section (f) below; e. If a Notice of Exclusive Control has not been sent by the Secured Party, submit or cause to be submitted to the Pledgor’s Authorized Party information received by the Custodian, or summaries of information, regarding ownership rights pertaining to property held in the Account, in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this ScheduleCustodian’s practices, save excluding bankruptcy matters to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian’s duties are set forth in Section (f) below; f. If a Notice of Exclusive Control has not been sent by the Secured Party, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere forward to the Rules Pledgor’s Authorized Party an initial notice of bankruptcy cases relating to securities held in the Account and a notice of any required action related to such bankruptcy cases as required may be received by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager Custodian. No further action or investment adviser to the Client, and responsibility for decisions notification related to the selection, acquisition and disposal bankruptcy case shall be required absent the specific agreement of the Property remains parties hereto; and g. Attend to corporate actions with the Client and/or the Manager at all timesrespect to which no discretionary decision is required.

DUTIES OF THE CUSTODIAN. 4.1 with Respect to Property of the Trust ------------------------------------------------------------- A. Safekeeping and Holding of Property The Custodian will exercise shall keep safely all reasonable care property of the Trust and on behalf of the Trust shall from time to time receive delivery of Trust property for safekeeping. The Custodian shall hold, earmark and segregate on its books and records for the account of the Trust all property of the Trust, including all securities, participation interests and other assets of the Trust (1) physically held by the Custodian, (2) held by any subcustodian referred to in Section 2 hereof or by any agent referred to in Paragraph K hereof, (3) held by or maintained in The Depository Trust Company or in Participants Trust Company or in an Approved Clearing Agency or in the performance Federal Book-Entry System or in an Approved Foreign Securities Depository, each of which from time to time is referred to herein as a "Securities System", and (4) held by the Custodian or by any subcustodian referred to in Section 2 hereof and maintained in any Approved Book-Entry System for Commercial Paper. B. Delivery of Securities The Custodian shall release and deliver securities or participation interests owned by the Trust held (or deemed to be held) by the Custodian or maintained in a Securities System account or in an Approved Book-Entry System for Commercial Paper account only upon receipt of proper instructions, which may be continuing instructions when deemed appropriate by the parties, and only in the following cases: 1) Upon sale of such securities or participation interests for the account of the Services and its other duties under this Schedule. 4.2 The only duties Trust, BUT ONLY against receipt of the Custodian payment therefor; if delivery is made in Boston or New York City, payment therefor shall be to perform the Services and its other duties set out made in this Schedule accordance with generally accepted clearing house procedures or by use of Federal Reserve Wire System procedures; if delivery is made elsewhere payment therefor shall be in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out then current "street delivery" custom or in this Schedule, save accordance with such procedures agreed to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power writing from time to time required by the Custodian to bring parties hereto; if the Property under its control sale is effected through a Securities System, delivery and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, payment therefor shall be made in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, in its absolute discretion, regards as necessary for the Custodian to comply accordance with the Rules. The Client agrees when instructing provisions of Paragraph L hereof; if the Custodian sale of commercial paper is to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Clientbe effected through an Approved Book-Entry System for Commercial Paper, delivery and responsibility for decisions related to the selection, acquisition and disposal of the Property remains payment therefor shall be made in accordance with the Client and/or provisions of Paragraph M hereof; if the Manager at all times.securities are to

DUTIES OF THE CUSTODIAN. 4.1 a) The Custodian will exercise all reasonable care shall accept such Financing Documents as may be delivered to it from time to time by the Company. b) If payments with respect to a Loan ("Loan Payment") are not received by the Custodian on the date on which they are due ("Payment Date") as reflected in the performance Payment Schedule (as such term is defined in Section 4(c) below) of the Services and its other duties under this Schedule. 4.2 The only duties Loan, or in the case of interest payments, not received either on the interest payable date (the "Interest Payable Date") of the Loan or in the amount of their accrued interest payable, the Custodian shall be promptly, but in no event later than two business days after the Payment Date or the Interest Payable Date, give telephonic notice to perform the Services party obligated under the Financing Documents to make such Loan Payment (the "Obligor") of its failure to make timely payment, and (2) if such payment is not received within three business days of its other duties set out in this Schedule in accordance with due date, shall notify the terms Company of this Schedulesuch Obligor's failure to make the Loan Payment. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save have no responsibility with respect to the extent collection of Loan Payments which are past due, other than the duty to notify the Obligor and the Company as provided herein. c) The Custodian shall have no responsibilities or duties whatsoever under this Addendum or in the Custodian agrees Contract, with respect to enter into further documentation Loans or the Financing Documents, except for such responsibilities as are expressly set forth herein and in the Custodian Contract. Without limiting the generality of the foregoing, The Custodian shall have no obligation to preserve any rights against prior parties or to exercise any right or perform any obligation in connection with the Client in relation Loans. In case any question arises as to any additional its duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instructionhereunder, the Custodian may aggregate orders request instructions from the Company and shall be entitled at all times to refrain from taking any action unless it has received Proper Instructions from the Company and the Custodian shall in all events have no liability, risk or cost for any action taken, with respect to a Loan, pursuant to and in compliance with the Proper Instructions of such parties. d) The Custodian shall be only responsible and accountable for Loan Payments actually received by it and identified as for the Client with those orders of other customers and of its employees and of associates account of the Custodian Company; any and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall all credits and payments credited to the disadvantage of those customers. HoweverCompany, the effect of the aggregation may operate on some occasions with respect to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this ScheduleLoans, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required conditional upon clearance and actual receipt by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Propertyfinal payment thereon. 4.6 e) The Custodian is entitled shall promptly, upon the Company's request, release to take any action the Company's investment adviser or to refuse to take any action which party as the CustodianCompany may specify, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed any Financing Documents being held on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal behalf of the Property remains with the Client and/or the Manager at all timesCompany.

DUTIES OF THE CUSTODIAN. 4.1 (a) The Custodian shall have no duties or responsibilities other than those expressly set forth in this Agreement, and no implied duties or obligations shall be read into this Agreement against the Custodian. The Custodian shall have no duty to enforce any obligation of any person, other than as provided herein. The Custodian shall be under no liability to anyone by reason of any failure on the part of any party hereto or any maker, endorser or other signatory of any document or any other person to perform such person's obligations under any such document. (b) In the event that the Custodian has, or subsequently obtains, by agreement, by operation of law or otherwise a security interest in the Custody Account (or any portion thereof), the Custodian hereby agrees that any such security interest shall be subordinate to the security interest of Aztar. (c) The financial assets, money and other items credited to the Custody Account will not be subject to deduction, set-off, recoupment, banker's lien, or any other right in favor of any Person other than Aztar, and the Custodian waives any such right it may have. (d) The Custodian hereby agrees that each item of property (whether investment property, financial asset, security, instrument or cash) credited to the Collateral Account shall be treated as a "financial asset" within the meaning of Section 8-102(a)(9) of the UCC. (e) The Custodian hereby acknowledges the security interest granted to Aztar by the Columbia Sussex Parties and that this Agreement constitutes written notification to the Custodian, pursuant to Articles 8 and 9 of the UCC and applicable federal regulations for the Federal Reserve Book Entry System, of Aztar's security interest in the Collateral. The Columbia Sussex Parties, Aztar and the Custodian are also entering into this Agreement to provide for Aztar's control of the Collateral and to perfect, and confirm the priority of, Aztar's security interest in the Collateral. The Custodian agrees to promptly make all necessary entries or notations in its books and records to reflect Aztar's security interest in the Collateral. The Custodian hereby agrees that it will not obtain a lien on the Collateral for its own benefit, nor will it agree with any third party that it will comply with any entitlement orders, instructions or directions of any kind concerning the Collateral originated by such third party without the prior written consent of Aztar. Except for the claims and interests of Aztar and the Columbia Sussex Parties in the Collateral, the Custodian does not know of any claim to or interest in the Collateral. The Custodian will exercise all use reasonable care efforts to promptly notify Aztar and the Columbia Sussex Parties if the Custodian is notified in the performance writing that any other person claims that it has a property interest in any of the Services and its other duties under this Schedule. 4.2 The only duties of Collateral, but the Custodian shall be have no liability for failing to perform the Services and its other duties set out in this Schedule in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”)provide such notice. 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal of the Property remains with the Client and/or the Manager at all times.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care Folio’s sole duty under this Agreement is to maintain custody of the property held in the performance Account and to carry out directions given to it in accordance with this Agreement and the Related Agreements. Folio shall in no way act as or be considered a fiduciary with respect to the Plan. Folio will deliver all trade confirmations, monthly statements and other required regulatory notices electronically. Pursuant to the Related Agreements, Folio will deliver trade confirmations only to your advisor. The Trustees will receive email notices that the account statements and all other required regulatory notices are available for viewing or printing from the account’s filing cabinet on our Web site. You agree that these email notices constitute delivery of these statements and notices, and that email notice to your advisor satisfies our confirmation delivery obligation. Folio shall have no responsibility for the management and control of the Services Account, it being contemplated that all property held in the Account shall be under the control or direction of a third party in accordance with this Agreement and its other duties the Related Agreements. Folio shall not be responsible for reviewing reports provided by any investment manager or investment advisor engaged under the Plan. Folio shall have no duty to demand or require that contributions be made to the Plan, nor shall Folio be liable to determine the amount of any contributions to the Plan or the adequacy of such contributions to meet or discharge any liabilities under the Plan. Folio shall not be responsible for the adequacy of the Account to discharge the Plan’s liabilities. Folio shall not be responsible for managing or investing the assets in the Account, shall be under no duty under this Schedule. 4.2 The only duties Agreement to, and shall not, supervise, recommend, or advise the Trustees or any investment manager or any participant or beneficiary with respect to the investment, purchase, sale, retention, or other disposition of any property held hereunder and shall not be liable for any losses to the Account as a result of the Custodian acts or omissions of the Trustees or any investment manager to or participant or beneficiary of the Plan or any duly authorized agent(s) of the foregoing. Folio shall not be to perform liable for interest on any cash balances it holds uninvested in the Services and its other duties set out in this Schedule Account pending receipt of instructions. In the absence of instructions in accordance with the terms Related Agreements, Folio shall have no power, duty, or authority to invest property held in the Account. Folio shall have no power or duty to recommend, select, or approve investments for the Account or otherwise to furnish advice with respect thereto. Folio shall have no power or duty to review any investment or reinvestment made in accordance with the Related Agreements. In acting upon any instruction of the Trustees, Folio shall not be required to ascertain whether the Trustees properly gave such instruction or whether such instruction was lawful or otherwise permissible. Folio shall not be responsible for property paid or delivered to any person upon the written direction of the Trustees. Folio shall have no power or duty to prepare income tax returns or financial or other reports for the Plan and no power or duty to determine the rights of participants, beneficiaries, or other persons under the Plan. Without limiting the generality of the foregoing, in the case of any transaction in accordance with this ScheduleAgreement or the Related Agreements, the party giving the instructions to Folio shall have the entire responsibility for assuring that the transaction does not violate the prohibitions of any applicable federal or state law or court order or judgment affecting the administration of the Plan and/or Account. The Custodian and/or Folio shall not be the administrator or a fiduciary of the Plan, and shall not be responsible for any aspect of the administration of the Plan. Folio shall not be required to look into any action taken by the Employer or the Trustees or any of its Affiliates their duly authorized agents and shall not accept responsibilities more extensive than those set out be fully protected in this Scheduletaking, save to permitting, or omitting any action on the extent the Custodian agrees to enter into further documentation with the Client in relation to basis of any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe instructions that it is unlikely that receives in accordance with this Agreement and the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular InstructionRelated Agreements. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal of the Property remains with the Client and/or the Manager at all times.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care shall perform or cause its agents or subcustodians to perform the following duties with respect to the Account: (a) Hold the property in the performance of the Services and its other duties under this Schedule. 4.2 The only duties safekeeping facilities of the Custodian or of other custodian banks or clearing corporations, in the United States or elsewhere in accordance with applicable law; (b) Collect income payable to and distributions due to the Account and sign on the Account’s behalf all declarations, affidavits, and certificates of ownership required to collect income and principal payments; provided that the Custodian shall not be responsible for the failure to perform receive payment of (or late payment of) distributions with respect to securities or other property held in the Services and its Account; (c) Subject to the timely receipt of notice from an issuer or the Pledgor’s Authorized Party, collect all proceeds from securities, certificates of deposit or other investments held in the Account which may mature or be called; (d) If a Notice of Exclusive Control has not been sent by the Secured Party, forward to the Pledgor’s Authorized Party proxies or ballots for any stocks, bonds or other securities held in the Account in a form to enable the Pledgor’s Authorized Party to effect the voting of proxies, excluding bankruptcy matters to which the Custodian’s duties are set out forth in this Schedule Section (f) below; (e) If a Notice of Exclusive Control has not been sent by the Secured Party, submit or cause to be submitted to the Pledgor’s Authorized Party information received by the Custodian, or summaries of information, regarding ownership rights pertaining to property held in the Account, in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this ScheduleCustodian’s practices, save excluding bankruptcy matters to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedule, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian’s duties are set forth in Section (f) below; (f) If a Notice of Exclusive Control has not been sent by the Secured Party, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere forward to the Rules Pledgor’s Authorized Party an initial notice of bankruptcy cases relating to securities held in the Account and a notice of any required action related to such bankruptcy cases as required may be received by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager Custodian. No further action or investment adviser to the Client, and responsibility for decisions notification related to the selection, acquisition and disposal bankruptcy case shall be required absent the specific agreement of the Property remains parties hereto; and (g) Attend to corporate actions with the Client and/or the Manager at all timesrespect to which no discretionary decision is required.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care in the performance of the Services and its other duties under this ScheduleAgreement. 4.2 The only duties of the Custodian shall be to perform the Services and its other duties set out in this Schedule Agreement in accordance with the terms of this ScheduleAgreement. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this ScheduleAgreement, save to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this ScheduleAgreement, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule Agreement provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule Agreement as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal of the Property remains with the Client and/or the Manager at all times.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise (a) At all reasonable care in times that First Trust shall be the performance of the Services and Custodian, it shall duly discharge its other duties under this Schedule. 4.2 The only duties of receiving and holding the Loan Documents in accordance with this Agreement. As to any matters not expressly provided for by this Agreement, the Custodian shall be required to perform act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the Services and its other duties set out in this Schedule in accordance with the terms of this Schedule. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save to the extent the Custodian agrees to enter into further documentation with the Client in relation to any additional duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates written instructions of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. HoweverProgram Agent (executed by an Authorized Employee); provided, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this Schedulehowever, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse shall not be required to take any action which is contrary to this Agreement or applicable law, or which is not reasonably incidental to its duties and responsibilities under this Agreement or is of a type unrelated to its business. (b) First Trust is hereby authorized and empowered, with the prior written consent of the Program Agent, SFC, Sirrom and the Trustee, to subcontract with or delegate to any other Person (at the Custodian, 's expense) for performance of its duties and obligations as Custodian described in its absolute discretion, regards as necessary this Agreement; provided that such other Person shall not become the Custodian hereunder and the First Trust shall remain liable for the performance of its duties and obligations as the Custodian pursuant to comply with the Rulesterms hereof. The Client agrees when instructing Program Agent, SFC, Sirrom and the Custodian to adhere Trustee hereby consent to the Rules appointment by First Trust of SunTrust Bank, Nashville, N.A. as required its subcontractor for the performance of its duties described herein. Each subcontracting agreement will be upon such terms and conditions as are not inconsistent with this Agreement. All compensation payable to a subcontractor under any subcontracting agreement shall be payable by the Custodian from the fee received by it pursuant to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager Section 4.01 hereof or investment adviser to the Clientotherwise from its own funds, and responsibility for decisions related to neither the selectionTrustee, acquisition and disposal Sirrom, SFC nor the Program Agent shall have any obligations, duties or liabilities of the Property remains with the Client and/or the Manager at all timesany kind whatsoever under any such subcontracting agreements.

DUTIES OF THE CUSTODIAN. 4.1 The Custodian will exercise all reasonable care in the performance of the Services and its other duties under this Schedule. 4.2 The only duties of the Custodian shall be be: 5.1 in the absence of contrary Instructions and without the need for Instructions from the Client (i) to perform sign any certificates of ownership or other certificates relating to the Services Custody Assets, (ii) to collect and its other duties set out receive all payments (whether income or capital) and distributions in this Schedule respect of the Custody Assets, and to take any action necessary and prope r, and/or otherwise reasonably incidental in accordance connection with the terms same, including (without limitation) the presentation of this Schedule. The Custodian and/or coupons and other interest items, (iii) to make cash disbursements and pay any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save to the extent the Custodian agrees to enter into further documentation with the Client expenses or other charges incurred in relation to any additional duties or functions which the Client wishes Custody Assets and the performance by the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instruction, the Custodian may aggregate orders for the Client with those orders of other customers and of its employees and of associates of the Custodian and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall to the disadvantage of those customers. However, the effect of the aggregation may operate on some occasions to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this ScheduleAgreement, and to debit the Client agrees same to complete such transfersthe Cash Account, mandates or other documents and do such acts (iv) as far as reasonably practicable and things as shall be within its power from time to time required by the Custodian extent actually notified to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Property. 4.6 The Custodian is entitled to take any action or to refuse to take any action which the Custodian, to notify the Client of all notices, reports and other financial information relating to the Custody Assets received by the Custodian, and to seek Instructions from the Client as to any action to be taken in connection therewith; 5.2 to follow Instructions as to the registration of Securities, and in the absence of such Instructions to register all Securities (other than bearer Securities ) in its absolute discretionname or in those of its nominees and/or agents as it shall see fit; 5.3 to follow Instructions as to the application of and movements in the Custody Assets; 5.4 upon receipt of Instructions and as far as reasonably practicable, regards to exercise subscription, purchase, voting or other similar rights attaching to the Custody Assets; 5.5 in the event of termination of this Agreement, to deliver or transfer the Custody Assets to the Client or to such other person(s) as necessary the Client shall instruct, net only of any outstanding liabilities attaching to the Custody Assets of which the Custodian is or becomes aware and of any fees and expenses owing to the Custodian; and 5.6 to hold the Custody Assets in segregated accounts in its books, to arrange for the Custodian Securities to comply with be deposited in its vault or otherwise held by or to its order as it may think proper for the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Clientpurposes of providing for their safekeeping, and responsibility for decisions related to record the selection, acquisition amounts and disposal of the Property remains with the Client and/or the Manager at all timeslocations thereof.

DUTIES OF THE CUSTODIAN. 4.1 a) The Custodian will exercise all reasonable care shall accept such Financing Documents as may be delivered to it from time to time by the Fund. b) If payments with respect to a Loan ("Loan Payment") are not received by the Custodian on the date on which they are due ("Payment Date") as reflected in the performance Payment Schedule (as such term is defined in Section 4(c) below) of the Services and its other duties under this Schedule. 4.2 The only duties Loan, or in the case of interest payments, not received either on the interest payable date (the "Interest Payable Date") of the Loan or in the amount of their accrued interest payable, the Custodian shall be promptly, but in no event later than one business day after the Payment Date or the Interest Payable Date, give telephonic notice to perform the Services party obligated under the Financing Documents to make such Loan Payment (the "Obligor") of its failure to make timely payment, and (2) if such payment is not received within three business days of its other duties set out in this Schedule in accordance with due date, shall notify the terms Fund of this Schedulesuch Obligor's failure to make the Loan Payment. The Custodian and/or any of its Affiliates shall not accept responsibilities more extensive than those set out in this Schedule, save have no responsibility with respect to the extent collection of Loan Payments which are past due, other than the duty to notify the Obligor and the Fund as provided herein. c) The Custodian shall have no responsibilities or duties whatsoever under this Addendum or in the Custodian agrees Contract, with respect to enter into further documentation Loans or the Financing Documents, except for such responsibilities as are expressly set forth herein and in the Custodian Contract. Without limiting the generality of the foregoing, The Custodian shall have no obligation to preserve any rights against prior parties or to exercise any right or perform any obligation in connection with the Client in relation Loans. In case any question arises as to any additional its duties or functions which the Client wishes the Custodian to perform on its behalf (“Additional Services”). 4.3 The Custodian does not hold itself out as providing a service of buying and selling securities or contractually based investments. 4.4 Where the Custodian agrees to execute an order pursuant to an Instructionhereunder, the Custodian may aggregate orders request instructions from the Fund and shall be entitled at all times to refrain from taking any action unless it has received Proper Instructions from the Fund and the Custodian shall in all events have no liability, risk or cost for any action taken, with respect to a Loan, pursuant to and in compliance with the Proper Instructions of such parties. d) The Custodian shall be only responsible and accountable for Loan Payments actually received by it and identified as for the Client with those orders of other customers and of its employees and of associates account of the Custodian Fund; any and their employees. By aggregating a customer’s orders with those of other customers the Custodian must reasonably believe that it is unlikely that the aggregation would work overall all credits and payments credited to the disadvantage of those customers. HoweverFund, the effect of the aggregation may operate on some occasions with respect to the Client’s disadvantage in relation to a particular Instruction. 4.5 To enable the Custodian to assume and continue to carry out its duties under this ScheduleLoans, the Client agrees to complete such transfers, mandates or other documents and do such acts and things as shall be within its power from time to time required conditional upon clearance and actual receipt by the Custodian to bring the Property under its control and deal with it as custodian at the commencement of or at any time during the term of this Schedule provided that the Custodian may, in its absolute discretion, decline to accept (in whole or in part) any Instruction to hold Propertyfinal payment thereon. 4.6 e) The Custodian is entitled shall promptly, upon the Fund's request, release to take any action the Fund's investment adviser or to refuse to take any action which party as the CustodianFund may specify, in its absolute discretion, regards as necessary for the Custodian to comply with the Rules. The Client agrees when instructing the Custodian to adhere to the Rules as required by the Custodian to enable the Custodian to fulfil the obligations imposed any Financing Documents being held on the Custodian by the Rules. 4.7 The Custodian is not acting under this Schedule as manager or investment adviser to the Client, and responsibility for decisions related to the selection, acquisition and disposal behalf of the Property remains with the Client and/or the Manager at all timesFund.