Common use of Foreign Sub-Custodians Clause in Contracts

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 Act. With respect to holding Property with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vi) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers in connection with Customer's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the Customer.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 ActAct or the rules and regulations promulgated thereunder. With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (ia) Bank Custodian will endeavor, to the extent feasible, to hold securities Securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (iib) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iiic) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (ivd) The Custodian shall identify on its books as belonging to each applicable Portfolio of the Fund, the foreign securities of such Portfolios held by each Foreign Sub-custodian. Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities a particular sub-custodian agreement, or expressly instructed by the Fund, Assets deposited with Eligible a Foreign Custodians Sub-custodian will be held in a commingled account in the name of Bank Custodian or its designee subSub-custodian as custodian or trustee for its customers; (ve) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vif) Customer The Fund is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank Custodian will, however, cooperate with Customers Funds in connection with CustomerFund's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the CustomerFund.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund Trust shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 Act. With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank will endeavor, to the extent feasible, to hold securities Securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates;, to the extent permitted under the 1940 Act. (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vi) Customer The Trust is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers the Trust in connection with Customerthe Trust's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the CustomerTrust.

Foreign Sub-Custodians. (a) Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "“Eligible Foreign Custodian" Custodian as defined in or exempt Rule 17f-5 under the Investment Company Act of 1940 (the “1940 Act”). With respect to holding Property with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "“free delivery"”); andand Updated July 1, 2016 1 (vi) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers in connection with Customer's ’s payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the Customer. (b) Bank shall provide written reports notifying the Customer of the placement of Foreign Assets, as that term is defined in Rule 17f-5 under the 1940 Act, and of any material change in the foreign custody arrangements, with the reports to be provided to the Customer at such times as the Customer deems reasonable and appropriate based on the circumstances of the Customer’s arrangements. (c) In fulfilling its responsibilities under this Custody Agreement, including specifically this Section (3), the Bank will exercise reasonable care, prudence and diligence. In exercising reasonable care, Bank will ensure that it complies with Rule 17f-5(c)(l) (d) Bank will ensure than any contracts with an Eligible Foreign Custodian providing for the maintenance of Assets of Customer will comply with Rule 17f-5(c)(2) (e) Bank has established a system to monitor the appropriateness of maintaining the Assets with Eligible Foreign Custodians Rule 17f-5(c)(l) as described in Section 3.c. of this Custody Agreement and to monitor performance of the contracts that are required to comply with Rule I7f- 5(c)(2) as described in Section 3.d. of this Custody Agreement. If an arrangement with an Eligible Foreign Custodian no longer meets the requirements of this section, Bank will notify Customer so that Customer may direct Bank to withdraw the Foreign Assets from the Eligible Foreign Custodian as soon as reasonably practicable.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 Act. With with respect to holding Property with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, ,including without limitation, the delivery of Securities securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vi) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers Customer in connection with Customer's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the Customer.

Foreign Sub-Custodians. Except as may otherwise be agreed upon ---------------------- in writing, Assets of the Fund shall at all times be maintained in the custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 Act. With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank The Custodian will endeavor, to the extent feasible, to hold securities Securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participatesForeign Sub-custodians participate; (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank the Custodian or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from from, the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vi) Customer The Fund is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank The Custodian will, however, cooperate with Customers the Fund in connection with Customerthe Fund's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the CustomerFund.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the Investment Company Act of 1940, as amended (the "1940 Act"). With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (ia) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (iib) Cash which that is maintained in a foreign country will be in any currency which that may be legally held in such country and may be held in non-interest bearing accounts; (iiic) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participatesparticipates pursuant to Section 4 hereof; (ivd) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (ve) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); provided, however, that "free delivery" will be accepted only when delivery against payment is not the customary or established securities trading or processing practice in the jurisdiction or market in which the transaction occurs; and (vif) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers Customer in connection with Customer's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which that are available to the Customer.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund Trust shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 ActAct or the rules and regulations promulgated thereunder. With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (ia) Bank Custodian will endeavor, to the extent feasible, to hold securities Securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (iib) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iiic) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participatesparticipates to the extent permitted under the 1940 Act; (ivd) The Custodian shall identify on its books as belonging to each applicable Portfolio of the Trust, the foreign securities of such Portfolios held by each Foreign Sub-custodian. Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities a particular sub-custodian agreement, or expressly instructed by the Trust, Assets deposited with Eligible a Foreign Custodians Sub-custodian will be held in a commingled account in the name of Bank Custodian or its designee subSub-custodian as custodian or trustee for its customers; (ve) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vif) Customer The Trust is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank Custodian will, however, cooperate with Customers the Trust in connection with Customerthe Trust's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the CustomerTrust.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 ActInvestment Company Act of 1940. With respect to holding Property with an Eligible Foreign Custodian, it is expressly understood and agreed that: (i) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers; (v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vi) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers in connection with Customer's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the Customer.

Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 ActAct or the rules and regulations promulgated thereunder. With respect to holding Property Assets with an Eligible Foreign Custodian, it is expressly understood and agreed that: (ia) Bank Custodian will endeavor, to the extent feasible, to hold securities Securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired; (iib) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts; (iiic) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates; (ivd) The Custodian shall identify on its books as belonging to each applicable Portfolio of the Fund, the foreign securities of such Portfolios held by each Foreign Sub-custodian. Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities a particular sub-custodian agreement, or expressly instructed by the Fund, Assets deposited with Eligible a Foreign Custodians Sub-custodian will be held in a commingled account in the name of Bank Custodian or its designee subSub-custodian as custodian or trustee for its customers; (ve) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and (vif) Customer The Fund is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank Custodian will, however, cooperate with Customers the Fund in connection with Customerthe Fund's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the CustomerFund.