Common use of Employment of Custodian and Property to be Held by It Clause in Contracts

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the BoardBoard of Directors. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board of Directors and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Fund, including securities which the Fund desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentFund's governing documents. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Fund, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares of capital stock, beneficial interest or partnership interest, as applicable, of the Fund ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the a Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Fund(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund, and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian, and the . The Custodian shall remain primarily responsible may employ as sub-custodian for the securities, participation interests, moneys Fund's foreign securities the foreign banking institutions and other property foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Each Fund hereby appoints and employs the Bank Custodian as a custodian of assets of the Portfolios, including securities which the Fund, on behalf of the applicable Portfolio, desires to be held in places within the United States (“domestic securities”) and securities it desires to be held outside the United States (“foreign securities”). Each Fund, on behalf of its Custodian and Agent in accordance with and subject to the provisions hereofPortfolio(s), and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securitiessecurities and cash of the Portfolios (other than any securities or cash of the Portfolios held by a futures commission merchant or commodity clearing organization pursuant to Rule 17f-6 under the Investment Company Act of 1940, participation interests, cash and other assets owned by itas amended (the “1940 Act”)), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund Shares as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund and Portfolio but not delivered by the Fund to the CustodianCustodian or which is delivered out in accordance with Proper Instructions or Special Instructions (as such terms are defined in Section 7 hereof). The Fund will also deliver With respect to uncertificated shares (the Bank from time “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the 1900 Xxx) (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be“Underlying Portfolios”), by-laws, prospectus, statement whether in the same “group of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings investment companies” (as defined in Section 12(d)(1)(G)(ii) of the Fund 1900 Xxx) or otherwise, the holding of confirmation statements that identify the shares as may be necessary for or convenient to the Bank being recorded in the performance Custodian’s name on behalf of its duties hereunderthe Portfolios will be deemed custody for purposes hereof. The Upon receipt of Proper Instructions, the Custodian may shall on behalf of the applicable Portfolio(s) from time to time employ as its agent one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board of Trustees or the Board of Directors of the Fund (as appropriate, and in each case, the “Board”) on behalf of the applicable Portfolio(s). Any such subcustodian so The Custodian may place and maintain each Fund’s foreign securities with Eligible Foreign Custodians employed by the Custodian shall be deemed to be and/or Foreign Securities Systems, all as designated in Schedules A and B hereto, but only in accordance with the agent applicable provisions of the Custodian, Sections 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), byBy-lawsLaws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Pursuant to the authority contained in the Declaration of Trust the Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Fund, including securities which the Fund desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver or cause to be delivered to the Custodian or a sub-custodian all securitiesinvestments and cash, participation interests, cash and other assets owned by it, and all payments of incomeinterest, and payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund investments from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund for Shares as may be issued or sold from time to time. Each of the Fund and the Custodian agrees that the assets of the Fund may include uncertificated shares of or other interests in (collectively, “Underlying Interests”) (a) collective investment vehicles, whether in corporate, trust, partnership or other legal form (collectively, “Underlying Funds”), including, but not limited to, inter alia, mutual funds, limited partnership interests, limited liability company interests and interests in non-registered hedge funds or (b) any private placement in equities (“Private Placements”, and together with “Underlying Funds”, “Underlying Investments”). Each of the Fund and the Custodian further agrees that the holding by the Custodian of confirmation statements which identify Underlying Investments as being recorded in the Custodian’s name for the benefit of the Fund or in a nominee name of the Custodian for the benefit of the Fund, shall be deemed to constitute the custody by the Custodian of such Underlying Investments for purposes of this Agreement. The Custodian shall not be responsible for any property of the Fund not received or held by the Fund and not delivered by the Fund it or which it has been instructed to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information any third party and distribution agreement has so delivered such property in accordance with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities (including stocks, shares, bonds, debentures, notes, mortgages or other obligations and Agent any certificates, receipts, warrants or other instruments representing rights to receive, purchase, or subscribe for the same, or evidencing or representing any other rights or interests therein, or in accordance with any property or assets) which the Fund desires to be held in places within the United States (“domestic securities”) and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itit (other than any securities or cash of the Fund held by a futures commission merchant or commodity clearing organization pursuant to Rule 17f-6 under the Investment Company Act of 1940, as amended (the “1940 Act”)), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and but not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of “Proper Instructions” (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Trustees of the Fund held by such subcustodian(the “Board”). For The Custodian may employ as sub-custodian for the purposes Fund’s foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this AgreementCustodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("“Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the BoardBoard of Directors. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board of Directors and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentArticles of Incorporation. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of capital stock of the Fund representing interests in the Portfolios, ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Directors of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of Article 3. 2. Duties of the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property with Respect to Property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by Held By the Custodian under in the terms of this Agreement.United States 2.1

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the BoardBoard of Directors. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board of Directors and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash securities or other consideration received by it for such new or treasury shares limited liability company interests ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreementlimited liability company agreement and, as the case may be)if any, by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes authorizations and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the BoardManager. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys money and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Company, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, of the Company’s Certificate of Formation and Limited Liability Company Agreement (the Bank hereby accepts such appointment and employment“Constitutive Documents”). The Fund Company agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Company, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Company from time to time, and the cash consideration received by it for such new or treasury shares all units, par value $0.001 per unit in the Company ("Shares"collectively, “Units”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund Company held or received by the Fund Company and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote by the Board of Managers of the Company (the “Board. Any such ”), and provided that the Custodian shall have no more or less responsibility or liability to the Company on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for the terms Company’s foreign securities the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of this AgreementArticle 3 and Article 4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentDeclaration of Trust. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund representing interests in the Portfolios, (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund’s foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund Trust agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Trust from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to timetime in exchange for an interest in the Trust or for an increase in such an interest. The Custodian shall not be responsible for any property of the Fund Trust held by the Fund Trust and not delivered by the Fund Trust to the Custodian. The Fund Trust will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be)trust, by-laws, prospectus, registration statement of additional information and distribution placement agent agreement with its principal underwriterplacement agent, together with such resolutions, votes and other proceedings of the Fund Trust as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund Trust held by such subcustodian. Any non-U.S. subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the non-U.S. custody arrangements shall be approved by the Board and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund Trust held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Funds of the Trust, including securities which the Trust, on behalf of the applicable Fund, desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, of the Trust’s Declaration of Trust (the “Declaration of Trust”) and the Bank hereby accepts such appointment and employmentBy-laws. The Fund Trust on behalf of the Fund(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Fund(s), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Fund(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") units of beneficial interest of the Fund Trust representing interests in the Fund(s), (“Units”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the a Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beSection 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Fund(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote by the Board. Any such Board of Trustees of the Trust on behalf of the applicable Fund(s), and provided that the Custodian shall have no more or less responsibility or liability to the Trust on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for the terms Trust’s foreign securities on behalf of this Agreementa Fund the foreign building institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of Article 3.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities it desires to be held in places within the United States (“domestic securities”) and Agent in accordance with securities it desires to be held outside the United States (“foreign securities”) and subject all cash or cash equivalents incidental thereto, pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentTrust Instrument. The Fund agrees to deliver to the Custodian all securities, participation interests, foreign securities and domestic securities and cash and other assets owned by itit from time to time, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all foreign and domestic securities and participation interests owned by the Fund from time to time, and the cash consideration received by it the Fund for such new or treasury shares ("Shares") of the Fund capital stock as it may be issued issue or sold sell from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the CustodianCustodian or which is delivered out in accordance with “Proper Instructions” (within the meaning of Section 6). The Fund will also deliver With respect to uncertificated shares (the Bank “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be“Underlying Portfolios”) the holding of confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Portfolios will be deemed custody for purposes hereof. Upon receipt of “Proper Instructions” (within the meaning of Section 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board of Trustees of the Fund (the “Board”) on behalf of the applicable Portfolio(s), and provided that the Custodian shall have no more or less responsibility or liability to the Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. Any such subcustodian so The Custodian may place and maintain the Fund’s foreign securities with foreign banking institution sub-custodians employed by the Custodian shall be deemed to be and/or foreign securities depositories, all as designated in Schedules A and B hereto, but only in accordance with the agent applicable provisions of the Custodian, Sections 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentFund’s Declaration of Trust. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund representing interests in the Portfolios (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies Upon receipt of its currently effective charter “Proper Instructions” (or declaration of trust or partnership agreement, as the case may besuch term is defined in Section 6 hereof), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub‑custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund (the “Board of Trustees”) on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub‑custodian so employed than any such sub‑custodian has to the Custodian. The Custodian may employ as sub‑custodian for the Fund’s foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys applicable provisions of Sections 3 and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities which the Fund desires to be held in places within the United States ("DOMESTIC SECURITIES") and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States ("FOREIGN SECURITIES"). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund ("SHARES") as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank from time "UNDERLYING SHARES") of registered investment companies (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be"UNDERLYING PORTFOLIOS"), by-laws, prospectus, statement the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian's name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of "PROPER INSTRUCTIONS" (as may be necessary for or convenient to such term is defined in Section 6 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Trustees of the Fund held by such subcustodian(the "BOARD"). For The Custodian may employ as sub-custodian for the purposes Fund's foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this AgreementCustodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentDeclaration of Trust. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of beneficial interest of the Fund representing interests in the Portfolios, ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Pursuant to the authority contained in the Declaration of Trust the Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Fund, including securities which the Fund desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver or cause to be delivered to the Custodian or a sub-custodian all securitiesinvestments and cash, participation interests, cash and other assets owned by it, and all payments of incomeinterest, and payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund investments from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund for Shares as may be issued or sold from time to time. Each of the Fund and the Custodian agrees that the assets of the Fund may include uncertificated shares of or other interests in (collectively, “Underlying Interests”) (a) collective investment vehicles, whether in corporate, Fund or other legal form (collectively, “Underlying Funds”), including, but not limited to, inter alia, mutual funds, limited partnership interests, limited liability company interests and interests in non-registered hedge funds or (b) any private placement in equities (“Private Placements”, and together with “Underlying Funds”, “Underlying Investments”). Each of the Fund and the Custodian further agrees that the holding by the Custodian of confirmation statements which identify Underlying Investments as being recorded in the Custodian’s name for the benefit of the Fund or in a nominee name of the Custodian for the benefit of the Fund, shall be deemed to constitute the custody by the Custodian of such Underlying Investments for purposes of this Agreement. The Custodian shall not be responsible for any property of the Fund not received or held by the Fund and not delivered by the Fund it or which it has been instructed to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information any third party and distribution agreement has so delivered such property in accordance with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund Each Customer hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Customer, including securities which the Customer desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereofof the Customer’s constitutive and governing documents (each as amended and/or restated from time to time and collectively, and the Bank hereby accepts such appointment and employment“Constitutive Documents”). The Fund Each Customer agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Customer, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Customer from time to time, and the cash consideration received by it for such new all common and preferred shares, units, membership interests or treasury shares partnership interests, as applicable, representing interests in the Customer ("“Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund applicable Customer held or received by the Fund Customer and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Customer from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote or approval by the board of directors, general partner, managing member or similar governing body or entity of the Customer, as applicable (the “Board. Any such ”), and provided that the Custodian shall have no more or less responsibility or liability to the Customer on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for each Customer’s foreign securities the terms foreign building institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of this AgreementArticle 3 and Article 4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash securities or other consideration received by it for such new or treasury shares limited liability company interests ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreementoperating agreement and, as the case may be)if any, by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes authorizations and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the BoardManager. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys money and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Pursuant to the authority contained in the Declaration of Trust the Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Fund, including securities which the Fund desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver or cause to be delivered to the Custodian or a sub-custodian all securitiesinvestments and cash, participation interests, cash and other assets owned by it, and all payments of incomeinterest, and payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund investments from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund for Shares as may be issued or sold from time to time. Each of the Fund and the Custodian agrees that the assets of the Fund may include uncertificated shares of or other interests in (collectively, “Underlying Interests”) (a) collective investment vehicles, whether in corporate, trust, partnership or other legal form (collectively, “Underlying Funds”), including, but not limited to, inter alia, mutual funds, limited partnership interests, limited liability company interests and interests in non-registered hedge funds or (b) any private placement in equities (“Private Placements”, and together with “Underlying Funds”, “Underlying Investments”). Each of the Fund and the Custodian further agrees that the holding by the Custodian of confirmation statements which identify Underlying Investments as being recorded in the Custodian’s name for the benefit of the Fund or in a nominee name of the Custodian for the benefit of the Fund, shall be deemed to constitute the custody by the Custodian of such Underlying Investments for purposes of this Agreement. Information Classification: Limited Access The Custodian shall not be responsible for any property of the Fund not received or held by the Fund and not delivered by the Fund it or which it has been instructed to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information any third party and distribution agreement has so delivered such property in accordance with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentArticles of Incorporation. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of capital stock of the Fund representing interests in the Portfolios, ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Directors of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Each Fund hereby appoints and employs the Bank Custodian as a custodian of assets of the Portfolios, including securities which the Fund, on behalf of the applicable Portfolio, desires to be held in places within the United States (“domestic securities”) and securities it desires to be held outside the United States (“foreign securities”). Each Fund, on behalf of its Custodian and Agent in accordance with and subject to the provisions hereofPortfolio(s), and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securitiessecurities and cash of the Portfolios (other than any securities or cash of the Portfolios held by a futures commission merchant or commodity clearing organization pursuant to Rule 17f-6 under the Investment Company Act of 1940, participation interests, cash and other assets owned by itas amended (the “1940 Act”)), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund Shares as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund and Portfolio but not delivered by the Fund to the CustodianCustodian or which is delivered out in accordance with Proper Instructions or Special Instructions (as such terms are defined in Section 7 hereof). The Fund will also deliver With respect to uncertificated shares (the Bank from time “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the 0000 Xxx) (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be“Underlying Portfolios”), by-laws, prospectus, statement whether in the same “group of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings investment companies” (as defined in Section 12(d)(1)(G)(ii) of the Fund 0000 Xxx) or otherwise, the holding of confirmation statements that identify the shares as may be necessary for or convenient to the Bank being recorded in the performance Custodian’s name on behalf of its duties hereunderthe Portfolios will be deemed custody for purposes hereof. The Upon receipt of Proper Instructions, the Custodian may shall on behalf of the applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board of Trustees of the applicable Fund (the “Board”) on behalf of the applicable Portfolio(s). Any such subcustodian so The Custodian may place and maintain each Fund’s foreign securities with Eligible Foreign Custodians employed by the Custodian shall be deemed to be and/or Foreign Securities Systems, all as designated in Schedules A and B hereto, but only in accordance with the agent applicable provisions of the Custodian, Sections 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4 hereof.

Employment of Custodian and Property to be Held by It. The Each Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of such Fund, including securities which such Fund desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, of such Fund’s governing documents (domestic securities and the Bank hereby accepts such appointment and employmentforeign securities are sometimes collectively referred to herein as “Securities”). The Each Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof such Fund, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the such Fund from time to time, and the cash consideration received by it for such new or treasury shares each class of capital stock or beneficial interest, as applicable, of such Fund, ("“Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the a Fund held or received by the such Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the applicable Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of the Fund, and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian, and the Custodian . The Fund shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under approve in writing the terms of this Agreementany subcustodian agreement with a United States subcustodian. The Custodian may employ as sub-custodian for each Fund’s foreign securities the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of Article 3.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank Custodian as its Custodian and Agent in accordance with and subject the custodian of the assets of the Portfolios pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentTrust Instrument. The Fund Trust on behalf of the Portfolios agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolios from time to time, and the cash consideration received by it for such new or treasury shares of beneficial interest of the Trust representing interests in the Portfolios ("SharesInterests") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver Trust hereby authorizes the Custodian to use Imperial Bank and The Bank of New York as subcustodians, the use of Imperial Bank being limited to custodianship of cash. In addition, the Custodian may, at any time and from time to time copies time, appoint any other bank as defined in Section 2(a)(5) of its currently effective charter the Investment Company Act of 1940 ("1940 Act") meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of one or declaration more Portfolios as a subcustodian for the purposes of trust or partnership agreementholding cash, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes securities and other proceedings assets of the Fund as may be necessary for or convenient Portfolios and performing other functions of the Custodian; provided that the Custodian sends written notification to the Bank in Trust on or before the performance of its duties hereunderday upon which such other subcustodian is first employed. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time liable for the actions or omissions of any subcustodian to time by the Board. Any same extent as if such subcustodian so employed action or omission were performed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreementitself.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Trust, including securities which the Trust, on behalf of the applicable Portfolio desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentTrust's Declaration of Trust. The Fund Trust on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of each class of beneficial interest of the Trust representing interests in the Portfolios ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies Upon receipt of its currently effective charter "Proper Instructions" (or declaration of trust or partnership agreement, as the case may besuch term is defined in Section 6 hereof), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Trust (the "Board of Trustees") on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Trust on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Trust's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys applicable provisions of Sections 3 and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4.

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Company, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, of the Company’s Certificate of Incorporation (the “Certificate of Incorporation”) and the Bank hereby accepts such appointment and employmentBy-laws. The Fund Company agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Company, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Company from time to time, and the cash consideration received by it for such new or treasury all common and preferred shares representing interests in the Company ("“Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund Company held or received by the Fund Company and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beSection 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote by the Board of Directors of the Company (the “Board. Any such ”), and provided that the Custodian shall have no more or less responsibility or liability to the Company on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for the terms Company’s foreign securities the foreign building institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of this AgreementArticle 3 and Article 4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities (including stocks, shares, bonds, debentures, notes, mortgages or other obligations and Agent any certificates, receipts, warrants or other instruments representing rights to receive, purchase, or subscribe for the same, or evidencing or representing any other rights or interests therein, or in accordance with any property or assets) which the Fund desires to be held in places within the United States (“domestic securities”) and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and but not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 1000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of Proper Instructions (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Directors of the Fund held by such subcustodian(the “Board”). For The Custodian may employ as sub-custodian for the purposes Fund’s foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this AgreementCustodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentArticles of Incorporation. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of common stock of the Fund representing interests in the Portfolios, (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Directors of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund’s foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all United States (“foreign securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time”). The Custodian shall not be responsible for any property of the Fund held Company which is not received by it or which is delivered out in accordance with Proper Instructions (as such term is defined in Section 7 hereof). With respect to uncertificated shares of or other interests (“Underlying Shares”) in collective investment vehicles including, inter alia, registered investment companies (“Underlying Funds”), the Fund and not delivered by the Fund to holding of confirmation statements which identify such Underlying Shares as being recorded in the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter ’s name (or declaration in the name of trust or partnership agreementa nominee of the Custodian) for the benefit of the Company, shall be deemed custody for purposes of this Agreement. Upon receipt of Proper Instructions (as the case may besuch term is defined in Section 7 hereof), by-lawsthe Custodian shall, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company, from time to time employ one or more subcustodians sub-custodians located in the United States, but only in accordance with approval by the Board of Trustees of the Company (the “Board”). The Custodian shall have no more or less responsibility or liability to perform the Company on account of any actions or omissions of any sub-custodian so employed than any such acts sub-custodian has to the Custodian. The Custodian may employ as sub-custodians for the Company’s securities and services upon such terms other assets the foreign banking institutions and conditions foreign securities depositories designated in Schedules A and B hereto (as shall may be approved amended from time to time by the Board. Any such subcustodian so employed by Custodian in accordance with the Custodian shall be deemed to be the agent applicable provisions of the Custodian, Sections 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4 hereof).

Employment of Custodian and Property to be Held by It. Application of Contract The Fund hereby appoints and employs the Bank Custodian as the Custodian of its Custodian assets, including securities intended to be held within the United States ("domestic securities") and Agent in accordance with and subject securities intended to be held outside the United States ("foreign securities"), pursuant to the provisions hereof, of the Charter and the Bank hereby accepts such appointment and employmentBy-Laws of the Fund. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares of capital stock, with $.01 par value, ("Shares") of all series whenever created (each a "Portfolio") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians sub-custodians located in the United States, but only in accordance with an applicable vote by the Board of Directors of the Fund, and provided that the Custodian shall have no more or less responsibility or liability to perform the Fund on account of any actions or omissions of any sub-custodian so employed than any such acts sub-custodian has to the Custodian. The Custodian may employ as sub-custodians for the Fund's securities and services upon such terms other assets the foreign banking institutions and conditions as shall be approved foreign securities depositories designated in Schedule "A" hereto, but only in accordance with the provisions of Section Q or Article II hereof. The Fund may from time to time employ a special custodian in connection with certain repurchase agreements entered into by the Board. Any Fund, with the terms of such subcustodian so employed by the Custodian shall be deemed employment to be governed by a special custodian agreement between the agent of Fund the Custodianspecial custodian. However, the Fund agrees not to employ any such special custodian until the Fund and the Custodian shall remain primarily responsible for have entered into a master repurchase agreement or other agreement which sets forth the securitiesterms governing the relationship, participation interestsincluding the method of transfer of securities and cash, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by between the Custodian under the terms of this Agreementand such special custodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian a custodian of assets of the Portfolios, including securities which the Fund, on behalf of the applicable Portfolio, desires to be held in places within the United States of America (“domestic securities”) and Agent in accordance with and subject all securities it desires to be held outside the United States of America (“foreign securities”). With respect to the provisions hereofassets of the Fund or Portfolio for which the Custodian is appointed as custodian, and the Bank hereby accepts such appointment and employment. The Fund Fund, on behalf of its Portfolio(s), agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund Shares as may be issued or sold from time to time. The Custodian shall not be responsible for any property of a Portfolio which is not received by it or which is delivered out in accordance with Proper Instructions (as such term is defined in Section 7.1 hereof), so long as the Fund held by Custodian has met its standard of care as specified in Section 14.1 of this Agreement. With respect to uncertificated shares (the Fund and not delivered by “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Fund to the Custodian. The Fund will also deliver to the Bank Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund as may Portfolios will be necessary deemed custody for or convenient to purposes hereof. Upon receipt of Proper Instructions, the Bank in Custodian shall on behalf of the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States of America, but only in accordance with an applicable vote by the Board of Trustees of the Fund (the “Board”) on behalf of the applicable Portfolio(s). Any such subcustodian so The Custodian may place and maintain the Fund’s foreign securities with foreign banking institution sub-custodians employed by the Custodian shall be deemed to be and/or foreign securities depositories, all as designated in Schedules A and B hereto, but only in accordance with the agent applicable provisions of the CustodianSections 2, 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms 4 of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby Trust appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank Custodian hereby accepts such the appointment as the custodian of the assets of the Funds of the Trust, including securities which the Trust, on behalf of the applicable Fund, desires to be held in places within the United States (“domestic securities”) and employmentsecurities it desires to be held outside the United States (“foreign securities”). The Fund Trust, on behalf of the Fund(s), agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Funds, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Fund(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund Trust representing interests in the Funds (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of a Fund which is not received by it or one of its subcustodians or which is delivered out in accordance with Proper Instructions except as provided in this Agreement (as such term is defined in Section 7 hereof). With respect to uncertificated shares (the Fund held by “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund Funds will be deemed custody for purposes hereof. Upon receipt of Proper Instructions, the Custodian shall on behalf of the Trust appoint one or more banks, trust companies or other entities located in the United States and designated in such Proper Instructions to act as a sub-custodian for the purposes of effecting such transaction(s) as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time designated by the BoardTrust. Any Each such subcustodian so employed by the Custodian shall be deemed designated sub-custodian is referred to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.herein as a “

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all United States (“foreign securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time”). The Custodian shall not be responsible for any property of the Fund held Company which is not received by it or which is delivered out in accordance with Proper Instructions (as such term is defined in Section 7 hereof). With respect to uncertificated shares of or other interests (“Underlying Shares”) in collective investment vehicles including, inter alia, registered investment companies (“Underlying Funds”), the Fund and not delivered by the Fund to holding of confirmation statements which identify such Underlying Shares as being recorded in the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter ’s name (or declaration in the name of trust or partnership agreementa nominee of the Custodian) for the benefit of the Company, shall be deemed custody for purposes of this Agreement. Upon receipt of Proper Instructions (as the case may besuch term is defined in Section 7 hereof), by-lawsthe Custodian shall, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company, from time to time employ one or more subcustodians sub-custodians located in the United States, but only in accordance with approval by the Board of Trustees of the Company (the “Board”). The Custodian shall have no more or less responsibility or liability to perform the Company on account of any actions or omissions of any sub-custodian so employed than any such acts sub-custodian has to the Custodian. The Custodian may employ as sub-custodians for the Company’s securities and services upon such terms other assets the foreign banking institutions and conditions foreign securities depositories designated in Schedules A and B hereto (as shall may be approved amended from time to time by the BoardCustodian in accordance with the applicable provisions of Sections 3 and 4 hereof). Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.Information Classification: Limited Access

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities which the Fund desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States ("foreign securities"). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares of beneficial interest of the Fund ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank "Underlying Shares") of registered "investment companies" (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the "1940 Act")), whether in the same "group of its currently effective charter investment companies" (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement "Underlying Portfolios") the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian's name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of "Proper Instructions" (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Trustees of the Fund held by such subcustodian(the "Board"). For The Custodian may employ as sub-custodian for the purposes Fund's foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4 hereof. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this AgreementCustodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities (including stocks, shares, bonds, debentures, notes, mortgages or other obligations and Agent any certificates, receipts, warrants or other instruments representing rights to receive, purchase, or subscribe for the same, or evidencing or representing any other rights or interests therein, or in accordance with any property or assets) which the Fund desires to be held in places within the United States (“domestic securities”) and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and but not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 0000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of Proper Instructions (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Directors of the Fund held by such subcustodian(the “Board”). For The Custodian may employ as sub-custodian for the purposes Fund’s foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this Agreement.Custodian. Information Classification: Limited Access

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Company, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereofof the Company’s Certificate of Formation and Amended and Restated Limited Liability Company Agreement (as amended and/or restated from time to time, and the Bank hereby accepts such appointment and employment“Constitutive Documents”). The Fund Company agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Company, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Company from time to time, and the cash consideration received by it for such new or treasury shares all limited liability company interests in the Company ("“Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund Company held or received by the Fund Company and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote by the Board of Directors of the Company (the “Board. Any such ”), and provided that the Custodian shall have no more or less responsibility or liability to the Company on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for the terms Company’s foreign securities the foreign building institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of this AgreementArticle 3 and Article 4 hereof.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian assets, including securities which the Fund desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States ("foreign securities"). The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund it from time to time, and the cash consideration received by it for such new or treasury shares of beneficial interest of the Fund ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank from time "Underlying Shares") of registered investment companies (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be"Underlying Portfolios"), by-laws, prospectus, statement the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian's name on behalf of the Fund will be deemed custody for purposes hereof. Upon receipt of "Proper Instructions" (as may be necessary for or convenient to such term is defined in Section 6 hereof), the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent Board of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property Trustees of the Fund held by such subcustodian(the "Board"). For The Custodian may employ as sub-custodian for the purposes Fund's foreign securities the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of this Agreement, any property of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund held by on account of any actions or omissions of any sub-custodian so employed than any such subcustodian (domestic or foreign) shall be deemed sub-custodian has to be held by the Custodian under the terms of this AgreementCustodian.

Employment of Custodian and Property to be Held by It. The Each Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of certain assets of such Fund, including securities which the Fund, on behalf of the applicable Portfolio, desires to be held in places within the United States (“DOMESTIC SECURITIES”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“FOREIGN SECURITIES”). The Fund Fund, on behalf of the Portfolio(s), agrees to deliver to the Custodian all securities, participation interests, securities and cash and of the Portfolios (other assets owned than any securities or cash of the Portfolios held by ita futures commission merchant or commodity clearing organization pursuant to Rule 17f-6 under the 1940 Act), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund representing interests in the Portfolios (“SHARES”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank from time “UNDERLYING SHARES”) of registered investment companies (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be“UNDERLYING PORTFOLIOS”), by-laws, prospectus, statement the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund Portfolio will be deemed custody for purposes hereof. Upon receipt of “PROPER INSTRUCTIONS” (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in Custodian shall on behalf of the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the BoardBoard of Trustees, Board of Directors, Board of Managers or other governing board, as applicable, of a Fund (the “BOARD”) on behalf of the applicable Portfolio(s). Any such subcustodian The Custodian may employ as sub-custodian for a Fund’s foreign securities on behalf of the applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund on account of any actions or omissions of any sub-custodian so employed by the Custodian shall be deemed than any such sub-custodian has to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), byBy-lawsLaws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily 7 responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Trust, including securities and Agent cash which the Trust, on behalf of the applicable Portfolio desires to be held in accordance with places within the United States (“domestic securities”) and subject securities and cash it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentTrust's Declaration of Trust. The Fund Trust on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of each class of beneficial interest of the Fund Trust representing interests in the Portfolios (“Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the CustodianCustodian or which is delivered out in accordance with Proper Instructions (as such term is defined in Section 7 hereof (“Proper Instructions”)). The Fund will also deliver With respect to uncertificated shares (the Bank “Underlying Shares”) of registered “investment companies” (as defined in Section 3(a)(1) of the Investment Company Act of 1940, as amended from time to time copies (the “1940 Act”)), whether in the same “group of its currently effective charter investment companies” (as defined in Section 12(d)(1)(G)(ii) of the 1000 Xxx) or declaration otherwise, including pursuant to Section 12(d)(1)(F) of trust or partnership agreement, the 1940 Act (hereinafter sometimes referred to as the case may be), by-laws, prospectus, statement “Underlying Portfolios”) the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian’s name on behalf of the Fund as may Portfolios will be necessary deemed custody for or convenient to purposes hereof. Upon receipt of Proper Instructions, the Bank in Custodian shall on behalf of the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the BoardBoard of Trustees of the Trust (the “Board of Trustees”) on behalf of the applicable Portfolio(s), and provided that the Custodian shall have no more or less responsibility or liability to the Trust on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. Any such subcustodian so In addition, the Custodian may place and maintain the Portfolio’s foreign securities with foreign banking institution sub-custodians employed by the Custodian shall be deemed to be and/or foreign securities depositories, in accordance with the agent applicable provisions of the Custodian, Sections 3 and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian4 hereof. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.State Street: Limited Access

Employment of Custodian and Property to be Held by It. The Fund Company hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Company, including securities which the Company desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, of the Company’s Certificate of Incorporation and Bylaws (the Bank hereby accepts such appointment and employment“Constitutive Documents”). The Fund Company agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Company, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Company from time to time, and the cash consideration received by it for such new or treasury all shares of common stock, par value $0.001 per share, and preferred stock, par value $0.001 per share, in the Company ("collectively, “Shares"”) of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund Company held or received by the Fund Company and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 6), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may Company from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time located in the United States, but only in accordance with an applicable vote by the Board of Directors of the Company (the “Board. Any such ”), and provided that the Custodian shall have no more or less responsibility or liability to the Company on account of any actions or omissions of any subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by than any such subcustodian (domestic or foreign) shall be deemed has to be held by the Custodian. The Custodian under may employ as subcustodian for the terms Company’s foreign securities the foreign building institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the provisions of this AgreementArticle 3 and Article 4 hereof.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund Trust agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Trust from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to timetime in exchange for an interest in the Trust or for an increase in such an interest. The Custodian shall not be responsible for any property of the Fund Trust held by the Fund Trust and not delivered by the Fund Trust to the Custodian. The Fund Trust will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be)trust, by-laws, prospectus, registration statement of additional information and distribution placement agent agreement with its principal underwriterplacement agent, if any, together with such resolutions, votes and other proceedings of the Fund Trust as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund Trust held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund Trust held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the United States (“foreign securities”) pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentDeclaration of Trust. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund representing interests in the Portfolios, (‘‘Shares”) as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of “Proper Instructions” (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund’s foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of each group, or portfolio, of its Custodian assets more fully described on Schedule B (each a "Portfolio"), including securities it desires to be held in places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be held outside the United States ("foreign securities") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentArticles of Incorporation. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itit as described in Schedule B, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests in the Portfolios owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares of capital stock, $.001 par value, ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 4), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Directors of the Fund, and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodians for the Fund's Portfolios the foreign banking institutions and foreign securities depositories designated in Schedules "A-1", "A-2", and "A-3" hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Fund, including securities which the Fund desires to be held in places within the United States (“domestic securities”) and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States (“foreign securities”). The Fund agrees to deliver or cause to be delivered to the Custodian or a sub-custodian all securitiesinvestments and cash, participation interests, cash and other assets owned by it, and all payments of incomeinterest, and payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund investments from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund for Interests as may be issued or sold from time to time. Each of the Fund and the Custodian agrees that the assets of the Fund may include uncertificated shares of or other interests in (collectively, “Underlying Interests”) (a) collective investment vehicles, whether in corporate, partnership or other legal form (collectively, “Underlying Funds”), including, but not limited to, inter alia, mutual fund shares, limited partnership interests, limited liability company interests and interests in non-registered hedge funds or (b) any private placement in equities (“Private Placements”, and together with “Underlying Funds”, “Underlying Investments”). Each of the Fund and the Custodian further agrees that the holding by the Custodian of confirmation statements which identify Underlying Investments as being recorded in the Custodian’s name for the benefit of the Fund or in a nominee name of the Custodian for the benefit of the Fund, shall be deemed to constitute the custody by the Custodian of such Underlying Investments for purposes of this Agreement. The Custodian shall not be responsible for any property of the Fund not received or held by the Fund and not delivered by the Fund it or which it has been instructed to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information any third party and distribution agreement has so delivered in accordance with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Each Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of certain assets of such Fund, including securities which the Fund, on behalf of the applicable Portfolio, desires to be held in places within the United States ("DOMESTIC SECURITIES") and Agent in accordance with and subject securities it desires to be held outside the provisions hereof, and the Bank hereby accepts such appointment and employmentUnited States ("FOREIGN SECURITIES"). The Fund Fund, on behalf of the Portfolio(s), agrees to deliver to the Custodian all securities, participation interests, securities and cash and of the Portfolios (other assets owned than any securities or cash of the Portfolios held by ita futures commission merchant or commodity clearing organization pursuant to Rule 17f-6 under the 1940 Act), and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of beneficial interest of the Fund representing interests in the Portfolios ("SHARES") as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver With respect to uncertificated shares (the Bank from time "UNDERLYING SHARES") of registered investment companies (hereinafter sometimes referred to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be"UNDERLYING PORTFOLIOS"), by-laws, prospectus, statement the holding of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings confirmation statements that identify the shares as being recorded in the Custodian's name on behalf of the Fund Portfolio will be deemed custody for purposes hereof. Upon receipt of "PROPER INSTRUCTIONS" (as may be necessary for or convenient to such term is defined in Section 7 hereof), the Bank in Custodian shall on behalf of the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the BoardBoard of Trustees, Board of Directors, Board of Managers or other governing board, as applicable, of a Fund (the "BOARD") on behalf of the applicable Portfolio(s). Any such subcustodian The Custodian may employ as sub-custodian for a Fund's foreign securities on behalf of the applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of Sections 3 and 4. The Custodian shall have no more or less responsibility or liability to the Fund on account of any actions or omissions of any sub-custodian so employed by the Custodian shall be deemed than any such sub-custodian has to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund Trust hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Trust, including securities which the Trust, on behalf of the applicable Portfolio desires to be held in places within the United States ("DOMESTIC SECURITIES") and Agent in accordance with and subject securities it desires to be held outside the United States ("FOREIGN SECURITIES") pursuant to the provisions hereof, and of the Bank hereby accepts such appointment and employmentTrust's Declaration of Trust. The Fund Trust on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of each class of beneficial interest of the Trust representing interests in the Portfolios ("SharesSHARES") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies Upon receipt of its currently effective charter "PROPER INSTRUCTIONS" (or declaration of trust or partnership agreement, as the case may besuch term is defined in Section 6 hereof), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Trust (the "BOARD OF TRUSTEES") on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Trust on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Trust's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys applicable provisions of Sections 3 and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement4.

Employment of Custodian and Property to be Held by It. Application of Contract The Fund hereby appoints and employs the Bank Custodian as the Custodian of its Custodian assets, including securities intended to be held within the United States ("domestic securities") and Agent in accordance with and subject securities intended to be held outside the United States ("foreign securities"), pursuant to the provisions hereof, of the Charter and the Bank hereby accepts such appointment and employmentBy-Laws of the Fund. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares of capital stock, with $.01 par value, ("Shares") of all series whenever created (each a "Portfolio") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians sub-custodians located in the United States, but only in accordance with an applicable vote by the Board of Directors of the Fund, and provided that the Custodian shall have no more or less responsibility or liability to perform the Fund on account of any actions or omissions of any sub-custodian so employed than any such acts sub-custodian has to the Custodian. The Custodian may employ as sub-custodians for the Fund's securities and services upon such terms other assets the foreign banking institutions and conditions as shall be approved foreign securities depositories designated in Schedule "A" hereto, but only in accordance with the provisions of Section Q of Article II hereof. The Fund may from time to time employ a special custodian in connection with certain repurchase agreements entered into by the Board. Any Fund, with the terms of such subcustodian so employed by the Custodian shall be deemed employment to be governed by a special custodian agreement between the agent of Fund and the Custodianspecial custodian. However, the Fund agrees not to employ any such special custodian until the Fund and the Custodian shall remain primarily responsible for have entered into a master repurchase agreement or other agreement which sets forth the securitiesterms governing the relationship, participation interestsincluding the method of transfer of securities and cash, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by between the Custodian under the terms of this Agreementand such special custodian.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as the custodian of its Custodian and Agent in accordance with and subject assets pursuant to the provisions hereofof the Fund's Declaration of Trust as amended and restated from time to time and hereby appoints the Custodian as its agent (a) to hold in safekeeping all of its securities (which term as used herein shall include interests in Senior Loans as defined in the Fund's then current Prospectus or Statement of Additional Information), (b) to hold in safekeeping the Financing Documents which the Fund may deliver, or may cause to be delivered, to the Custodian from time to time, and (c) to receive, deposit and invest the Bank hereby accepts such appointment and employmentPayments as hereafter provided. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by it, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares of beneficial interest, ("Shares") of the Fund as may be issued or sold from time to time. With respect to each Senior Loan to be held by the custodian hereunder in accordance with the provisions hereof, the Fund shall on a timely basis (a) cause the Financing Documents evidencing such Senior Loan to be delivered to the Custodian, (b) include with such Financing Documents an amortization schedule of payments (the "Payment Schedule") identifying the amount and due dates of scheduled principal payments, (c) provide for the direct payment of the Payments (or the netting thereof) to the Custodian pursuant to wire instructions, (d) deliver market price changes or a confirmation of no market price changes with respect to the Senior Loans daily to the Custodian, and (e) provide any other information with respect to the Senior Loans as the Custodian shall reasonably request. The Custodian shall not be responsible for any property of the Fund held or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Costodian as the custodian of its Custodian assets, Including securities It desires to be held In places within the United States ("domestic securities") and Agent in accordance with and subject securities it desires to be hold outside the United States "foreign securities") pursuant to the provisions hereof, and the Bank hereby accepts such appointment and employmentof Its Declaration of Trust. The Fund agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itIt, and all payments of income, payments of principal and or capital distributions and adjustments received by it It with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration considerations received by it It for such new or treasury shares of beneficial Interest, $.10 par Value, ("Shares") of the Fund as may be issued Issued or sold from time to time. The Custodian shall not be responsible for any say property of the Fund held hold or received by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of Proper Instructions (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may shall from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians located in the United States, but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Trustees of the Fund, and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent land on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian, and the . The Custodian shall remain primarily responsible way employ as sub-custodians for the securities, participation interests, moneys Fund's securities and other property assets the foreign banking Institutions and foreign securities depositories designated In Schedule "A" hereto but only in accordance with the provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank Custodian as its Custodian the custodian of the assets of the Portfolios of the Fund, including securities which the Fund, on behalf of the applicable Portfolio desires to be held in places within the United States ("domestic 5 securities") and Agent in accordance securities it desires to be held outside the United States ("foreign securities") consistent with and subject to the provisions hereof, and of the Bank hereby accepts such appointment and employmentArticles of Incorporation. The Fund on behalf of the Portfolio(s) agrees to deliver to the Custodian all securities, participation interests, securities and cash and other assets owned by itof the Portfolios, and all payments of income, payments of principal and or capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund Portfolio(s) from time to time, and the cash consideration received by it for such new or treasury shares of capital stock of the Fund representing interests in the Portfolios, ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund a Portfolio held or received by the Fund Portfolio and not delivered by the Fund to the Custodian. The Fund will also deliver to Upon receipt of "Proper Instructions" (within the Bank from time to time copies meaning of its currently effective charter (or declaration of trust or partnership agreement, as the case may beArticle 5), by-laws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings the Custodian shall on behalf of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may applicable Portfolio(s) from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time sub-custodians, located in the United States but only in accordance with an applicable vote by the Board. Any such subcustodian so employed by Board of Directors of the Fund on behalf of the applicable Portfolio(s), and provided that the Custodian shall be deemed have no more or less responsibility or liability to be the agent Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian. The Custodian may employ as sub-custodian for the Fund's foreign securities on behalf of the Custodian, applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedule A hereto but only in accordance with the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property provisions of the Fund held by such subcustodian. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this AgreementArticle 3.

Employment of Custodian and Property to be Held by It. The Fund hereby appoints and employs the Bank as its Custodian and Agent in accordance with and subject to the provisions hereof, and the Bank hereby accepts such appointment and employment. The Fund agrees to deliver to the Custodian all securities, participation interests, cash and other assets owned by it, and all payments of income, payments of principal and capital distributions and adjustments received by it with respect to all securities and participation interests owned by the Fund from time to time, and the cash consideration received by it for such new or treasury shares ("Shares") of the Fund as may be issued or sold from time to time. The Custodian shall not be responsible for any property of the Fund held by the Fund and not delivered by the Fund to the Custodian. The Fund will also deliver to the Bank from time to time copies of its currently effective charter (or declaration of trust or partnership agreement, as the case may be), byBy-lawsLaws, prospectus, statement of additional information and distribution agreement with its principal underwriter, together with such resolutions, votes and other proceedings of the Fund as may be necessary for or convenient to the Bank in the performance of its duties hereunder. The Custodian may from time to time employ one or more subcustodians to perform such acts and services upon such terms and conditions as shall be approved from time to time by the Board. Any such subcustodian so employed by the Custodian shall be deemed to be the agent of the Custodian, and the Custodian shall remain primarily responsible for the securities, participation interests, moneys and other property of the Fund held by such subcustodian. Any foreign subcustodian shall be a bank or trust company which is an eligible foreign custodian within the meaning of Rule 17f-5 under the Investment Company Act of 1940, and the foreign custody arrangements shall be approved by the Board and shall be in accordance with and subject to the provisions of said Rule. For the purposes of this Agreement, any property of the Fund held by any such subcustodian (domestic or foreign) shall be deemed to be held by the Custodian under the terms of this Agreement.