Common use of Duties of Transfer Agent Clause in Contracts

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, all as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law laws, regulations and requirements of any governmental authority having jurisdiction over the Transfer Agent or the Fund with respect to the duties of the Transfer Agent hereunder, and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Class of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or and other state or federal securities laws, as applicable. (c) Upon requestProviding information, Transfer Agent shall provide information or access and reports upon request to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition“Blue Sky” Reporting. The Fund or its administrator shall identify to the Transfer Agent in writing the states and countries where the Shares of the Fund are registered or exempt, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent or any delegate will comply in all respects with the Written Instructions of the Fund or its administrator in connection with the identification of such states and countries, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent shall (i) identify establish parameters on the BNYM system for the daily transmission of a file to Transfer Agent the Fund’s designated Blue Sky vendor (“Blue Sky Vendor”) showing sales of Shares by Class in each state or country as may currently be permitted by the functionalities of the BNYM System as of the Effective Date and such additional parameters as the Fund and BNYM shall mutually agree in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State (“Blue Sky Parameters”), and (ii) transmit the “blue sky” file resulting from the application of the Blue Sky Parameters with respect to each business day (“Blue Sky File”) to the Blue Sky Vendor in a format designated by the Blue Sky Vendor which is supported by the BNYM System as of the Effective Date or which is developed and implemented by BNYM pursuant to the mutual written agreement of the Fund and BNYM (“Blue Sky Format”). The Fund or its administrator shall verify the establishment of transactions that such parameters have been correctly established for each State state or country on the system prior to activation and thereafter monitor the daily activity for each Stateactivation. The responsibility of the Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund Blue Sky Parameters and the reporting daily transmission of such transactions the Blue Sky File to the Fund as provided above.Blue Sky Vendor in the Blue Sky Format; 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C the Fee Agreement and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with event that the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that Fund or the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fundreceives regulatory, with respect to purchases, exchanges, transfers and redemption of Shares judicial or other information as similar requests for shareholder and share information, Transfer Agent agrees to cooperate with the Fund in responding to such inquiries. 3.5 If the parties mutually agree, they will negotiate in good faith certain service level standards that, once agreed upon, may be necessary for BFDS incorporated into this Agreement subsequent to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission effective date of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such recordAgreement.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law laws, regulations and requirements of any governmental authority having jurisdiction over the Transfer Agent or the Fund with respect to the duties of the Transfer Agent hereunder, and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Class of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide Providing information or reports upon request to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each “Blue Sky” Reporting. The Fund or its administrator shall (i) identify to the Transfer Agent in writing the states and countries where the Shares of the Fund are registered or by transmission those transactions exempt, and assets the number of Shares of each Class registered for sale with respect to be treated each state or country, as exempt from blue sky reporting applicable. The Transfer Agent or any delegate will comply in all respects with the Written Instructions of the Fund or its administrator in connection with the identification of such states and countries, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent shall establish the foregoing parameters on the system for the designated Blue Sky vendor. The Fund or its administrator shall verify that such parameters have been correctly established for each State and (ii) verify the establishment of transactions for each State state or country on the system prior to activation and thereafter monitor the daily activity for each Stateactivation. The responsibility of the Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance the parameters provided by the Fund or the administrator for the Blue Sky vendor’s system and the reporting daily transmission of a file to such transactions vendor showing sales of shares by Class in each state or country, in a format agreed upon with the Blue Sky vendor, in order that the vendor may provide reports to the Fund as provided above.or the administrator for monitoring; 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it It is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”)hereto, the aggregated record of shareholder and share positions and activity information related to accounts held by Primerica Clients shall be maintained by BFDSPNC Global Investment Servicing Inc. (“PNC”). In connection with providing complete shareholder information reporting to the Fund, PNC and that the Transfer Agent will each transmit such aggregated information in to the Fund for compiling. The parties will mutually agreed-upon format(s) and as directed by each BFDS agree to transmission procedures for communicating between PNC, the Fund, with respect to purchasesand Transfer Agent, exchangesand any changes thereto. In the event that the Fund, transfers and redemption of Shares PNC or Transfer Agent receives regulatory, judicial or other information as may be necessary similar requests for BFDS to maintain such record; provided howevershareholder and share information, that the Transfer Agent will continue agrees to maintain cooperate with the record of Shareholder Information as if it were the primary keeper of Fund and PNC in responding to such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such recordinquiries.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s 's Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s 's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “"Co-Transfer Agent” " (“"BFDS Funds”"), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, all as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law laws, regulations and requirements of any governmental authority having jurisdiction over the Transfer Agent or the Fund with respect to the duties of the Transfer Agent hereunder, and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Class of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or and other state or federal securities laws, as applicable. (c) Upon requestProviding information, Transfer Agent shall provide information or access and reports upon request to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each “Blue Sky” Reporting. The Fund or its administrator shall (i) identify to the Transfer Agent in writing the states and countries where the Shares of the Fund are registered or by transmission those transactions exempt, and assets the number of Shares of each Class registered for sale with respect to be treated each state or country, as exempt from blue sky reporting applicable. The Transfer Agent or any delegate will comply in all respects with the Written Instructions of the Fund or its administrator in connection with the identification of such states and countries, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent shall establish the foregoing parameters on the system for the designated Blue Sky vendor. The Fund or its administrator shall verify that such parameters have been correctly established for each State and (ii) verify the establishment of transactions for each State state or country on the system prior to activation and thereafter monitor the daily activity for each Stateactivation. The responsibility of the Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance the parameters provided by the Fund or the administrator for the Blue Sky vendor’s system and the reporting daily transmission of a file to such transactions vendor showing sales of shares by Class in each state or country, in a format agreed upon with the Blue Sky vendor, in order that the vendor may provide reports to the Fund as provided above.or the administrator for monitoring; 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with event that the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that Fund or the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fundreceives regulatory, with respect to purchases, exchanges, transfers and redemption of Shares judicial or other information as similar requests for shareholder and share information, Transfer Agent agrees to cooperate with the Fund in responding to such inquiries. 3.5 If the parties mutually agree, they will negotiate in good faith certain service level standards that, once agreed upon, may be necessary for BFDS incorporated into this Agreement subsequent to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission effective date of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such recordAgreement.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s 's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “"Co-Transfer Agent” " (“"BFDS Funds”"), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, basis with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s 's Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s 's blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a the Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”)hereto, the aggregated Transfer Agent will maintain the record of shareholder share positions and activity shall be maintained by BFDSShareholder Information as set forth on Schedule B to this Agreement, and that the Transfer Agent Funds will arrange for PFPC Inc. to transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption redemptions of Shares or other information as may be necessary for BFDS the Transfer Agent to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS PFPC Inc. to establish all such communication communications interfaces and mutually agreed upon format(s) procedures as may be necessary for the accurate transmission maintenance of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, procedures as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall shati be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue Issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, all as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law laws, regulations and requirements of any governmental authority having jurisdiction over the Transfer Agent or the Fund with respect to the duties of the Transfer Agent hereunder, and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Class of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or and other state or federal securities laws, as applicable. (c) Upon requestProviding information, Transfer Agent shall provide information or access and reports upon request to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition“Blue Sky” Reporting. The Fund or its administrator shall identify to the Transfer Agent in writing the states and countries where the Shares of the Fund are registered or exempt, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent or any delegate will comply in all respects with the Written Instructions of the Fund or its administrator in connection with the identification of such states and countries, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent shall (i) identify establish parameters on the BNYM system for the daily transmission of a file to Transfer Agent the Fund’s designated Blue Sky vendor (“Blue Sky Vendor”) showing sales of Shares by Class in each state or country as may currently be permitted by the functionalities of the BNYM System as of the Effective Date and such additional parameters as the Fund and BNYM shall mutually agree in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State (“Blue Sky Parameters”), and (ii) transmit the “blue sky” file resulting from the application of the Blue Sky Parameters with respect to each business day (“Blue Sky File”) to the Blue Sky Vendor in a format designated by the Blue Sky Vendor which is supported by the BNYM System as of the Effective Date or which is developed and implemented by BNYM pursuant to the mutual written agreement of the Fund and BNYM (“Blue Sky Format”). The Fund or its administrator shall verify the establishment of transactions that such parameters have been correctly established for each State state or country on the system prior to activation and thereafter monitor the daily activity for each Stateactivation. The responsibility of the Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund Blue Sky Parameters and the reporting daily transmission of such transactions the Blue Sky File to the Fund as provided above.Blue Sky Vendor in the Blue Sky Format; 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C the Fee Agreement and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with event that the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that Fund or the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fundreceives regulatory, with respect to purchases, exchanges, transfers and redemption of Shares judicial or other information as similar requests for shareholder and share information, Transfer Agent agrees to cooperate with the Fund in responding to such inquiries. 3.5 If the parties mutually agree, they will negotiate in good faith certain service level standards that, once agreed upon, may be necessary for BFDS incorporated into this Agreement subsequent to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission effective date of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such recordAgreement.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, all as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law laws, regulations and requirements of any governmental authority having jurisdiction over the Transfer Agent or the Fund with respect to the duties of the Transfer Agent hereunder, and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Class of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or and other state or federal securities laws, as applicable. (c) Upon requestProviding information, Transfer Agent shall provide information or access and reports upon request to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition“Blue Sky” Reporting. The Fund or its administrator shall identify to the Transfer Agent in writing the states and countries where the Shares of the Fund are registered or exempt, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent or any delegate will comply in all respects with the Written Instructions of the Fund or its administrator in connection with the identification of such states and countries, and the number of Shares of each Class registered for sale with respect to each state or country, as applicable. The Transfer Agent shall (i) identify establish parameters on the BNYM system for the daily transmission of a file to Transfer Agent the Fund’s designated Blue Sky vendor (“Blue Sky Vendor”) showing sales of Shares by Class in each state or country as may currently be permitted by the functionalities of the BNYM System as of the Effective Date and such additional parameters as the Fund and BNYM shall mutually agree in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State (“Blue Sky Parameters”), and (ii) transmit the “blue sky” file resulting from the application of the Blue Sky Parameters with respect to each business day (“Blue Sky File”) to the Blue Sky Vendor in a format designated by the Blue Sky Vendor which is supported by the BNYM System as of the Effective Date or which is developed and implemented by BNYM pursuant to the mutual written agreement of the Fund and BNYM (“Blue Sky Format”). The Fund or its administrator shall verify the establishment of transactions that such parameters have been correctly established for each State state or country on the system prior to activation and thereafter monitor the daily activity for each Stateactivation. The responsibility of the Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund Blue Sky Parameters and the reporting daily transmission of such transactions the Blue Sky File to the Fund as provided above.Blue Sky Vendor in the Blue Sky Format; 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C the Fee Agreement and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with event that the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that Fund or the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fundreceives regulatory, with respect to purchases, exchanges, transfers and redemption of Shares judicial or other information as similar requests for shareholder and share information, Transfer Agent agrees to cooperate with the Fund in responding to such inquiries. 3.5 If the parties mutually agree, they will negotiate in good faith certain service level standards that, once agreed upon, may be necessary for BFDS incorporated into his Agreement subsequent to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission effective date of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such recordAgreement.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. record The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.

Duties of Transfer Agent. 3.1 Transfer Agent shall be responsible for: (a) Administering and/or performing the customary services of a transfer agent and dividend disbursing agent; acting as service agent in connection with dividend and distribution functions; and for performing shareholder account and administrative agent functions in connection with the issuance, transfer and redemption or repurchase (including coordination with the Custodian) of Shares of each the Fund, as more fully described in the written schedule of Duties of Transfer Agent annexed hereto as Schedule B and incorporated herein, and in accordance with the terms of the Prospectus of each the Fund, applicable law and the procedures established from time to time between the Fund and Transfer Agent. (b) Recording the issuance of Shares and maintaining pursuant to Rule 17Ad-10(e) under the 1934 Act a record of the total number of Shares of each the Fund which are authorized, based upon data provided to it by the Fund, and issued and outstanding. Transfer Agent shall provide each the Fund on a regular basis, at such intervals as the parties hereto shall agree to from time to time, with the total number of Shares which are authorized and issued and outstanding and shall have no obligation, when recording the issuance of Shares, to monitor the issuance of such Shares or to take cognizance of any laws relating to the issue or sale of such Shares, which functions shall be the sole responsibility of the Fund. Transfer Agent will comply with all requirements applicable to a transfer agent for a registered investment company, under the 1934 Act, 1940 Act or other state or federal securities laws, as applicable. (c) Upon request, Transfer Agent shall provide information or reports to a Fund or the Fund’s Chief Compliance Officer, as necessary for the Chief Compliance Officer or Fund to comply with Rule 38a-1 under the 1940 Act. 3.2 In addition, each the Fund shall (i) identify to Transfer Agent in writing or by transmission those transactions and assets to be treated as exempt from blue sky reporting for each State and (ii) verify the establishment of transactions for each State on the system prior to activation and thereafter monitor the daily activity for each State. The responsibility of Transfer Agent for each the Fund’s blue sky State registration status is solely limited to the initial establishment of transactions subject to blue sky compliance by the Fund and the reporting of such transactions to the Fund as provided above. 3.3 In addition to the duties set forth in Schedule B, Transfer Agent shall perform such other duties and functions, and shall be paid such amounts therefor, as may from time to time be agreed upon in writing between a Fund and the Transfer Agent. The compensation for such other duties and functions shall be reflected in a written amendment to Schedule C and the duties and functions shall be reflected in an amendment to Schedule B, both dated and signed by authorized persons of the parties hereto. 3.4 In addition, it is understood and agreed that, with respect to the Funds listed on Schedule A hereto with the designation of “Co-Transfer Agent” (“BFDS Funds”), the aggregated record of shareholder share positions and activity shall be maintained by BFDS, and that the Transfer Agent will transmit such aggregated information in mutually agreed-upon format(s) and as directed by each BFDS Fund, with respect to purchases, exchanges, transfers and redemption of Shares or other information as may be necessary for BFDS to maintain such record; provided however, that the Transfer Agent will continue to maintain the record of Shareholder Information as if it were the primary keeper of such record under this Agreement. The BFDS Funds will obtain the agreement of BFDS to establish such communication and mutually agreed upon format(s) as may be necessary for the accurate transmission of the information for such record. The Transfer Agent will establish such communications interfaces and procedures, as may be necessary for the accurate maintenance of such record.