Common use of FOURTEENTH Clause in Contracts

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors of the Company, and (b) the affirmative vote of a majority of those directors of the Company who are not "interested persons" of the Company (as defined in the 1940 Act) and have no xxxxxx or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH paragraph of this Plan and Agreement. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraph, and no material amendment to the Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors of the Company then in office who are not "interested persons" of the Company.

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors Trustees of the Company, and (b) the affirmative vote of a majority of those directors trustees of the Company who are not "interested persons" of the Company (as defined in the 1940 Act0000 Xxx) and have no xxxxxx direct or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent DirectorsTrustees"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH Fourteenth paragraph of this Plan and Agreement. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B A hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraphherein, and no material amendment to the Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH Fourteenth paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors trustees of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors trustees then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors trustees of the Company then in office who are not "interested persons" of the Company.

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors of the Company, and (b) the affirmative vote of a majority of those directors of the Company who are not "interested persons" of the Company (as defined in the 1940 Act) and have no xxxxxx or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH paragraph of this Plan and Agreement. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraph, and no material amendment to the this Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH paragraph hereof. So long as the this Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors of the Company then in office who are not "interested persons" of the Company.. FIFTEENTH:

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors of the Company, and (b) the affirmative vote of a majority of those directors of the Company who are not "interested persons" of the Company (as defined in the 1940 Act0000 Xxx) and have no xxxxxx direct or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH paragraph of this Plan and Agreement. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraph, and no material amendment to the Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors of the Company then in office who are not "interested persons" of the Company.

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors of the Company, and (b) the affirmative vote of a majority of those directors of the Company who are not "interested persons" of the Company (as defined in the 1940 Act) and have no xxxxxx or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreementsCLARIFICATIONS. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in In accordance with the provisions of the THIRTEENTH paragraph Law for the Transparency and Regulation of Financial Services, when the "CUSTOMER" does not agree with any of the movements that appear in the respective statement of account or the services derived from this contract that are reflected in the statement of account or in the vouchers of the operations issued by "INTERCAM BANCO", he/she may submit a request for clarification within a period of 90 (ninety) calendar days from the cut-off date of the statement of account, or, as the case may be, of the execution of the statement of account, may submit a request for clarification within a term of 90 (ninety) calendar days from the date of the account statement, or in its case, from the performance of the operation or service, in the understanding that if such movements are not objected by the "CUSTOMER" within the indicated term, they shall be presumed consented and confirmed by the "CUSTOMER". The request may be submitted to the branch where your "Account" is located or to the Specialized Unit of Attention to Users (UNE) for consultations and claims of "INTERCAM BANCO", in writing that "INTERCAM BANCO" must acknowledge receipt or by e-mail or any other means by which its receipt can be reliably verified. For the purposes of this Plan contract, the purpose of the UNE will be to attend to any consultation, complaint or claim of the “CUSTOMER” and Agreementusers of "INTERCAM BANCO", whose data are set forth in the Cover Page of this contract. This Plan In the case of amounts payable by the "CUSTOMER" that have been disposed of by any of the means of disposition mentioned in this contract, the "CUSTOMER" shall have the right not to make the payment whose clarification is requested, as well as any other amount related to such payment, until the clarification is resolved in accordance with the process stipulated in this clause. Once the request for clarification is received, "INTERCAM BANCO" will have a maximum term of 45 (forty-five) calendar days to deliver to the "CUSTOMER" the corresponding opinion, attaching a simple copy of the document or evidence considered for the issuance of such opinion, based on the information that, according to the applicable legal provisions, must be in its possession, as well as a detailed report in which all the facts contained in the request submitted by the "CUSTOMER" are answered. In the case of claims related to transactions made abroad, the term provided in this paragraph shall be up to 180 (one hundred and Agreement eighty) calendar days. The aforementioned opinion and report must be made in writing and signed by "INTERCAM BANCO" personnel empowered to do so. In the event that, according to the report issued by "INTERCAM BANCO", the collection of the respective amount is appropriate, the "CUSTOMER" shall make the payment of the amount payable, including ordinary interest as agreed, without the collection of default interest and other accessories generated by the suspension of payment made under the terms of this clause. Within the period of 45 (forty-five) calendar days referred to in this clause, "INTERCAM BANCO" shall be obliged to make available to the "CUSTOMER", at the branch where the "Account" is located, or at the UNE of "INTERCAM BANCO", the file generated on the occasion of the request, as well as to integrate in it, under its strictest responsibility, all the documentation and information that, in accordance with the applicable legal provisions, must be in its possession and that is directly related to the corresponding request for clarification and without including data corresponding to operations related to third parties. In the event that "INTERCAM BANCO" does not provide a timely response to the request of the "CUSTOMER" or does not deliver the detailed opinion and report, as well as the documentation or evidence referred to above, the National Commission for the Protection and Defense of Users of Financial Services ("CONDUSEF"), subject to the provisions of the Law for the Transparency and Regulation of Financial Services, will impose a fine for an amount equivalent to the amount claimed by the "CUSTOMER" in terms of this clause. Until such time as the request for clarification in question is resolved in accordance with the procedure set forth in this clause, "INTERCAM BANCO" may not be amended report the amounts subject to increase materially such clarification to the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in credit information companies as overdue. The foregoing without prejudice to the manner provided in the second paragraph right of the THIRTEENTH paragraph"CUSTOMER" to go before CONDUSEF or before the corresponding jurisdictional authority in accordance with the applicable legal provisions, and no material amendment as well as the sanctions to the Plan and Agreement shall be made unless approved in the manner provided imposed on "INTERCAM BANCO" for in the first paragraph breach of the THIRTEENTH paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination provisions of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Companythis clause. However, nothing contained herein shall prevent the participation procedure established in this clause will be without effect from the moment the "CUSTOMER" files its claim before the jurisdictional authority or conducts its claim in terms and terms of other persons in the selection Law for the Protection and nomination processDefense of the User of Financial Services. For purposes of the provisions of the preceding paragraph, provided that a final decision on any such selection or nomination is the "CUSTOMER" may contact CONDUSEF's call center at the following numbers: 000-000-00 80 if located within the discretion ofMexican Republic or 0000-00-00-00 if calling from Mexico City or the Metropolitan Area. The “CUSTOMER” may attend CONDUSEF's main offices located at 000 Xxxxxxxxxxx Xxx Xxxxxx, and approved byXxxxxxx Xxx Xxxxx, a majority Alcaldía Xxxxxx Xxxxxx, C.P. 03100, Mexico City, or to any of the directors regional or metropolitan delegations nearest you, depending on your location geographic. Likewise, the “CUSTOMER” may make inquiries at CONDUSEF's web page: xxxx://xxx.xxxxxxxx.xxx.xx including the possibility of sending opinions to the Company then e-mail: xxxxxxxx@xxxxxxxx.xxx.xx, with the purpose of carrying out any claim derived from the services, terms and conditions established in office who are not "interested persons" of the Companythis contract.

FOURTEENTH. This Plan Unless the Corporation consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware (or, if the Court of Chancery does not have jurisdiction, another state court or a federal court located within the State of Delaware) shall, to the fullest extent permitted by applicable law and Agreementsubject to applicable jurisdictional requirements, be the sole and exclusive forum for any amendment current or former stockholder (including any current or former beneficial owner) to bring internal corporate claims (as defined below). For purposes of this Plan and Agreement and any agreements related Article Fourteenth, internal corporate claims mean claims, including claims in the right of the Corporation: (a) that are based upon a violation of a duty by a current or former director, officer, employee or stockholder in such capacity; or (b) as to this Plan and Agreement shall become effective immediately which the DGCL confers jurisdiction upon the receipt Court of Chancery. If any action the subject matter of which is within the scope of this Article Fourteenth is filed in a court other than the Court of Chancery (or, if the Court of Chancery does not have jurisdiction, another state court or a federal court located within the State of Delaware) (a “foreign action”) by the Company of both any current or former stockholder (including any current or former beneficial owner), such stockholder shall be deemed to have consented to: (a) the affirmative vote of a majority personal jurisdiction of the Board Court of Directors Chancery (or such other state or federal court located within the State of the CompanyDelaware, as applicable) in connection with any action brought in any such court to enforce this Article Fourteenth; and (b) having service of process made upon such stockholder in any such action by service upon such stockholder’s counsel in the affirmative vote foreign action as agent for such stockholder. If any provision of a majority this Article Fourteenth shall be held to be invalid, illegal or unenforceable as applied to any person or entity or circumstance for any reason whatsoever, then, to the fullest extent permitted by law, the validity, legality and enforceability of those directors such provision in any other circumstance and of the Company who are remaining provisions of this Article Fourteenth (including, without limitation, each portion of any sentence of this Article Fourteenth containing any such provision held to be invalid, illegal or unenforceable that is not "interested persons" itself held to be invalid, illegal or unenforceable) and the application of such provision to other persons or entities or circumstances shall not in any way be affected or impaired thereby. Any person or entity purchasing or otherwise acquiring any interest in any securities of the Company (as defined in the 1940 Act) Corporation shall be deemed to have notice of and have no xxxxxx or indirect financial interest in the operation of this Plan and Agreement or any agreements related consented to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH paragraph this Amended and Restated Certificate of Incorporation, including this Plan and AgreementArticle Fourteenth. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraph, and no material amendment to the Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors of the Company then in office who are not "interested persons" of the Company(Signature page follows.)

FOURTEENTH. This Plan and Agreement, and any amendment to this Plan and Agreement and any agreements related to this Plan and Agreement shall become effective immediately upon the receipt by the Company of both (a) the affirmative vote of a majority of the Board of Directors of the Company, and (b) the affirmative vote of a majority of those directors of the Company who are not "interested persons" of the Company (as defined in the 1940 Act) and have no nx xxxxxx or indirect financial interest in the operation of this Plan and Agreement or any agreements related to it (the "Independent Directors"), cast in person at a meeting called for the purpose of voting on this Plan and Agreement or such agreements. Notwithstanding the foregoing, no such amendment that requires the approval of the shareholders of Class B Shares of a Company shall become effective as to such Class B Shares until such amendment has been approved by the shareholders of such Class B Shares in accordance with the provisions of the THIRTEENTH paragraph of this Plan and Agreement. This Plan and Agreement may not be amended to increase materially the amount of distribution expenses provided for in Schedule B hereof unless such amendment is approved in the manner provided in the second paragraph of the THIRTEENTH paragraph, and no material amendment to the Plan and Agreement shall be made unless approved in the manner provided for in the first paragraph of the THIRTEENTH paragraph hereof. So long as the Plan and Agreement remains in effect, the selection and nomination of persons to serve as directors of the Company who are not "interested persons" of the Company shall be committed to the discretion of the directors then in office who are not "interested persons" of the Company. However, nothing contained herein shall prevent the participation of other persons in the selection and nomination process, provided that a final decision on any such selection or nomination is within the discretion of, and approved by, a majority of the directors of the Company then in office who are not "interested persons" of the Company.