Common use of Fees and Expenses of the Bank Clause in Contracts

Fees and Expenses of the Bank. All sums paid or incurred by the Bank or the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any of the foregoing incurred or contracted for by the Bank in connection with any bankruptcy or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company will also be responsible for any deficiency.

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Funds will pay to the Bank such fees at such rate as shall be agreed upon in writing by the parties from time to time. The Funds also will pay or reimburse the Bank from time to time for any transfer taxes payable upon any transfers made hereunder and for all necessary proper disbursements, expenses, and charges made or incurred by the Bank or in the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien performance of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any duties listed on any Schedule hereto, if any), including any indemnities for any loss, liabilities, or expense to the Bank as provided herein. The Bank also will be entitled to reimbursement by the Funds for all reasonable, customary expenses incurred in conjunction with the termination of this Agreement and any conversion or transfer work done in connection therewith. Fees and expenses will be calculated monthly. Fees and expenses owed to the Bank for any month may be charged against any cash balance held by a Fund per the payment date listed in Appendix D, hereto. Fees charged to an account may result in an overdraft that shall bear interest at the current Federal Funds interest rate plus one hundred (100) basis points . A Fund will have thirty (30) days after the receipt of an invoice to dispute any charge that appears on such invoice. After such thirty-day period, the undisputed invoice will be deemed to be complete and accurate and may no longer be disputed; provided, however, that each Fund retains the right to dispute any invoice previously deemed to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid. Any disputed invoice will be deemed to be complete and accurate only upon satisfactory resolution of the foregoing incurred dispute thereto; provided, however, that each Fund retains the right to dispute further any previously disputed invoice deemed by resolution to be complete and accurate if subsequently arising information indicates that such invoice or contracted for by the Bank in connection with any bankruptcy charge thereon may be inaccurate or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company will also be responsible for any deficiencyimproperly or fraudulently claimed or paid.

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Funds will pay to the Bank such fees at such rate as shall be agreed upon in writing by the parties from time to time. The Funds also will pay or reimburse the Bank from time to time for any transfer taxes payable upon any transfers made hereunder and for all necessary proper disbursements, expenses, and charges made or incurred by the Bank or in the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien performance of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any duties listed on any Schedule hereto, if any), including any indemnities for any loss, liabilities, or expense to the Bank as provided herein. The Bank also will be entitled to reimbursement by the Funds for all reasonable, customary expenses incurred in conjunction with the termination of this Agreement and any conversion or transfer work done in connection therewith. Fees and expenses will be calculated monthly. Fees and expenses owed to the Bank for any month may be charged against any cash balance attributable to the applicable Portfolio per the payment date listed in Appendix D, hereto. Fees charged to an account may result in an overdraft that shall bear interest at the current Federal Funds interest rate plus one hundred (100) basis points. A Fund will have thirty (30) days after the receipt of an invoice to dispute any charge that appears on such invoice. After such thirty-day period, the undisputed invoice will be deemed to be complete and accurate and may no longer be disputed; provided, however, that each Fund retains the right to dispute any invoice previously deemed to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid. Any disputed invoice will be deemed to be complete and accurate only upon satisfactory resolution of the foregoing incurred dispute thereto; provided, however, that each Fund retains the right to dispute further any previously disputed invoice deemed by resolution to be complete and accurate if subsequently arising information indicates that such invoice or contracted for by the Bank in connection with any bankruptcy charge thereon may be inaccurate or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company will also be responsible for any deficiencyimproperly or fraudulently claimed or paid.

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Fund will pay to the Bank such fees at such rate as shall be agreed upon in writing by the parties from time to time. The Fund will also pay or reimburse the Bank from time to time for any transfer taxes payable upon any transfers made hereunder, and for all necessary proper disbursements, expenses and charges made or incurred by the Bank or in the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien performance of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any of the foregoing incurred duties listed on any Schedule hereto, if any) including any indemnities for any loss, liabilities or contracted for by expense to the Bank in connection with any bankruptcy or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company as provided herein. The Bank will also be responsible entitled to reimbursement by the Fund for all reasonable expenses incurred in conjunction with termination of this Agreement and any deficiencyconversion or transfer work done in connection therewith. The Bank will collect fees and expenses based on an “estimate” debited on the first business day of the month following that in which the services were rendered. The estimate is recalculated and adjusted for each fund on a quarterly basis. The estimate applied to each fund is 90% of the average of the trailing three months fees and expenses and excludes out-of-pocket charges. Invoices are prepared for each fund and reflect the estimate debited per fund, the actual fees incurred for the month, and subsequently, the difference or the “true-ups” due. The Fund will give authorization if applicable to debit the true-up amounts from the Fund. The Fund will have thirty (30) days after the receipt of an invoice to dispute any charge that appears on such invoice. After such thirty (30) day period, the invoice will be deemed to be complete and accurate and may no longer be disputed.”

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Fund will pay to the Bank such fees at such rate as shall be agreed upon in writing by the parties from time to time. The Fund will also pay or reimburse the Bank from time to time for any transfer taxes payable upon any transfers made hereunder, and for all necessary proper disbursements, expenses and charges made or incurred by the Bank or in the expenses performance of this Agreement (including any duties listed on any Schedule hereto, if any) including any indemnities for any loss, liabilities or expense to the Bank as provided herein. The Bank will also be entitled to reimbursement by the Fund for all reasonable attorneys' feesexpenses incurred in conjunction with termination of this Agreement and any conversion or transfer work done in connection therewith. (c) Xxxxxxx 00, Xxxxxxxxxxx, Xxxxxxxxx 14.1 is hereby amended by deleting such Paragraph 14.1 and by inserting in lieu thereof, the following: "14.1 The term of this Agreement shall be two years commencing upon September 1, 2002 (the "Initial Term"), unless earlier terminated as provided herein. After the expiration of the Initial Term, the term of this Agreement shall automatically renew for successive one-year terms (each a "Renewal Term") unless notice of non-renewal is delivered by the non-renewing party to the other party no later than ninety days prior to the expiration of the Initial Term or any Renewal Term, as the case may be. (a) Either party hereto may terminate this Agreement prior to the expiration of the Initial Term or any Renewal Term in the event the other party violates any material provision of this Agreement, provided that the non-violating party gives written notice of such violation to the violating party and the violating party does not cure such violation within 90 days of receipt of such notice. (b) If a majority of the Board of Trustees reasonably determines that the performance of the Bank under this Agreement does not meet industry standards, written notice (the "Notice") of enforcing, defending or upholding such determination setting forth the lien of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, reasons for such determination shall be paid by provided to the Company together Bank. In the event the Bank shall not, within ninety (90) days thereafter, cure identified deficiencies to the reasonable satisfaction of the Board of Trustees, the Fund, with interest thereon the authorization of the Board, may terminate this Agreement immediately. (c) Any termination pursuant to this paragraph 14.1 shall be effective upon expiration of such ninety days, provided, however, that the effective date of such termination may be postponed to a date not more than one hundred twenty days after delivery of the written notice: (i) at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien request of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoingBank, in any action or proceeding order to foreclose prepare for the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for transfer by the Bank in connection with the disposition of all of the Mortgaged Property (including any assets of the foregoing incurred Fund held hereunder; or contracted (ii) at the request of the Fund, in order to give the Fund an opportunity to make suitable arrangements for by the Bank in connection with any bankruptcy or insolvency proceedings involving the Companya successor custodian." (d) shall all be chargeable Appendix B to the Company Custody Agreement is deleted in its entirety and shall be secured by the Mortgage, and said Company will also be responsible for any deficiencyreserved.

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Funds will pay to the Bank such fees that shall be agreed to from time to time in a signed writing between the parties that is incorporated herein by this reference. The Funds will also pay or reimburse the Bank from time to time for all necessary proper disbursements, expenses and charges made or incurred by the Bank or in the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien performance of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any of the foregoing incurred duties listed on any Schedule hereto, if any) including any indemnities for any loss, liabilities or contracted for by expense to the Bank in connection with any bankruptcy or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company as provided herein. The Bank will also be responsible entitled to reimbursement by the Funds for all reasonable expenses incurred in conjunction with termination of this Agreement and any conversion or transfer work done in connection therewith. Fees and expenses will be calculated monthly. Fees and expenses owed to the Bank for any deficiencymonth may be charged against any cash balance held by a Fund per the payment date listed in Appendix C hereto, as such Appendix C may be amended by the parties from time to time. Fees charged to an account may result in an overdraft that will be subject to normal interest charges. A Fund will have thirty (30) days after the receipt of an invoice to dispute any charge that appears on such invoice. After such thirty (30) day period, the undisputed invoice will be deemed to be complete and accurate; provided, however, that each Fund retains the right to dispute any invoice previously deemed to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid. Any disputed invoice will be deemed to be complete and accurate only upon satisfactory resolution of the dispute thereto; provided, however, that each Fund retains the right to dispute further any previously disputed invoice deemed by resolution to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid.

Fees and Expenses of the Bank. All sums paid For the services rendered by the Bank hereunder, the Funds will pay to the Bank such fees that shall be agreed to from time to time in a signed writing between the parties that is incorporated herein by this reference. The Funds will also pay or reimburse the Bank from time to time for all necessary proper disbursements, expenses and charges made or incurred by the Bank or in the expenses (including reasonable attorneys' fees) of enforcing, defending or upholding the lien performance of this Mortgage, regardless of whether any action or proceeding has been commenced, but including any action to foreclose the Mortgage or to collect the debt secured thereby, shall be paid by the Company together with interest thereon at the rate specified in the Reimbursement Agreement or the maximum rate the law allows, whichever is less, such sums and the interest thereon to be a lien on the Mortgaged Property, prior to any right, or title to, interest in or claim upon said premises attaching or accruing subsequent to the lien of the Mortgage and shall be secured by the Mortgage. In addition to and not in limitation of the foregoing, in any action or proceeding to foreclose the Mortgage, or to recover or collect the debt secured thereby, the provisions of law respecting the recovery of costs, disbursements and allowances shall also apply. The expenses of pursuing, searching for, retaking, receiving, holding, storing, safe-guarding, and environmental testing and cleanup, insuring, accounting for, advertising, preparing for sale or lease, selling, leasing and the like, plus attorneys' fees, fees for certified public accountants, fees for auctioneers, fees for brokers and/or appraisers, fees for security guards, fees for environmental auditors and engineers, fees for hazard insurance premiums, or any other costs or disbursements whatsoever incurred by or contracted for by the Bank in connection with the disposition of the Mortgaged Property (including any of the foregoing incurred duties listed on any Schedule hereto, if any) including any indemnities for any loss, liabilities or contracted for by expense to the Bank in connection with any bankruptcy or insolvency proceedings involving the Company) shall all be chargeable to the Company and shall be secured by the Mortgage, and said Company as provided herein. The Bank will also be responsible entitled to reimbursement by the Funds for all reasonable expenses incurred in conjunction with termination of this Agreement and any conversion or transfer work done in connection therewith. Fees and expenses will be calculated monthly. Fees and expenses owed to the Bank for any deficiencymonth may be charged against any cash balance held by a Fund per the payment date listed in Appendix C hereto. Fees charged to an account may result in an overdraft that will be subject to normal interest charges. A Fund will have thirty (30) days after the receipt of an invoice to dispute any charge that appears on such invoice. After such thirty (30) day period, the undisputed invoice will be deemed to be complete and accurate; provided, however, that each Fund retains the right to dispute any invoice previously deemed to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid. Any disputed invoice will be deemed to be complete and accurate only upon satisfactory resolution of the dispute thereto; provided, however, that each Fund retains the right to dispute further any previously disputed invoice deemed by resolution to be complete and accurate if subsequently arising information indicates that such invoice or any charge thereon may be inaccurate or improperly or fraudulently claimed or paid.