Common use of MISCELLANEOUS 1 Clause in Contracts

MISCELLANEOUS 1. Annexed hereto as Appendix A is a Certificate signed by two of the present Authorized Persons of the Fund under its seal, setting forth the names and the signatures of the present Authorized Persons of the Fund. The Fund agrees to furnish to the Custodian a new Certificate in similar form in the event that any such present Authorized Person ceases to be an Authorized Person of the Fund, or in the event that other or additional Authorized Persons are elected or appointed. Until such new Certificate shall be received, the Custodian shall be fully protected in acting under the provisions of this Agreement or Oral Instructions upon the signatures of the Authorized Persons as set forth in the last delivered Certificate. 2. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Custodian, shall be sufficiently given if addressed to the Custodian and mailed or delivered to it at its offices at 90 Washington Street, New York, Xxx Xxxx 00000, xx xx xxxx xxxxx xxxxx xx the Custodian may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Fund shall be sufficiently given if addressed to the Fund and mailed or delivered to it at its office at the address for the Fund first above written, or at such other place as the Fund may from time to time designate in writing. 4. This Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the same formality as this Agreement and approved by a resolution of the Board of Directors of the Fund. 5. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns; provided, however, that this Agreement shall not be assignable by the Fund without the written consent of the Custodian, or by the Custodian without the written consent of the Fund, authorized or approved by a resolution of the Fund's Board of Directors. 6. This Agreement shall be construed in accordance with the laws of the State of New York without giving effect to conflict of laws principles thereof. Each party hereby consents to the jurisdiction of a state or federal court situated in New York City, New York in connection with any dispute arising hereunder and hereby waives its right to trial by jury. 7. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts shall, together, constitute only one instrument.

MISCELLANEOUS 1. Annexed hereto as Appendix A is a Certificate signed by two of the present Authorized Persons of the Fund under its seal, setting forth the names and the signatures of the present Authorized Persons of the Fund. The Fund agrees that prior to furnish effecting any change in the Prospectus which would increase or alter the duties and obligations of the Transfer Agent hereunder, it shall advise the Transfer Agent of such proposed change at least 30 days prior to the Custodian a new Certificate in similar form in the event that any such present Authorized Person ceases to be an Authorized Person intended date of the Fundsame, or in and shall proceed with such change only if it shall have received the event that other or additional Authorized Persons are elected or appointed. Until such new Certificate shall be received, the Custodian shall be fully protected in acting under the provisions of this Agreement or Oral Instructions upon the signatures written consent of the Authorized Persons as set forth in the last delivered CertificateTransfer Agent thereto, which consent shall not be unreasonably withheld. 2. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Custodian, shall be sufficiently given if addressed to the Custodian and mailed or delivered to it at its offices at 90 Washington Street, New York, Xxx Xxxx 00000, xx xx xxxx xxxxx xxxxx xx the Custodian may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Fund shall be sufficiently given if addressed to the Fund and mailed or delivered to it at its office at the address for the Fund first above written, or at such other place as the Fund may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Transfer Agent shall be sufficiently given if addressed to the Transfer Agent and mailed or delivered to the Secretary at 0000 Xxxxxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000-0000 with a copy to the President at 0000 Xxxxxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000-0000 or at such other place as the Transfer Agent may from time to time designate in writing. 4. This Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the same formality as of this Agreement and approved by a resolution of the Board of Directors of the FundAgreement. 5. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns; provided, however, that this . This Agreement shall not be assignable by the Fund either party without the written consent of the Custodianother party, or except that the Transfer Agent may assign this Agreement to a corporate affiliate with advance written notice to and consent by the Custodian without the written consent of the Fund, authorized or approved by a resolution of the Fund's Board of Directorswhich consent shall not be unreasonably withheld. 6. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to conflict of laws principles thereof. Each party hereby consents to the jurisdiction of a state or federal court situated in New York City, New York in connection with any dispute arising hereunder and hereby waives its right to trial by juryIllinois. 7. This Agreement may be executed in any number of counterparts, counterparts each of which shall be deemed to be an original, ; but such counterparts shall, together, constitute only one instrument. 8. The provisions of this Agreement are intended to benefit only the Transfer Agent and the Fund, and no rights shall be granted to any other person by virtue of this Agreement. 9. (a) The Transfer Agent will endeavor to assist in resolving shareholder inquiries and errors relating to the period during which prior transfer agents acted as such for the Fund. Any such inquiries or errors which cannot be expediently resolved by the Transfer Agent will be referred to the Fund.

MISCELLANEOUS 1. Annexed hereto as Appendix A is a Certificate signed by two of the present Authorized Persons of the Fund under its seal, setting forth the names and the signatures of the present Authorized Persons of the Fund. The Fund agrees to furnish to the Custodian a new Certificate in similar form in the event that any such present Authorized Person ceases to be an Authorized Person of the Fund, or in the event that other or additional Authorized Persons are elected or appointed. Until such new Certificate shall be received, the Custodian shall be fully protected in acting under the provisions of this Agreement or Oral Instructions upon the signatures of the Authorized Persons as set forth in the last delivered Certificate. 2. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Custodian, shall be sufficiently given if addressed to the Custodian and mailed or delivered to it at its offices at 90 Washington StreetWxxxxxxxxx Xxxxxx, New YorkXxx Xxxx, Xxx Xxxx 00000, xx xx xxxx xxxxx xxxxx xx at such other place as the Custodian may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Fund shall be sufficiently given if addressed to the Fund and mailed or delivered to it at its office at the address for the Fund first above written, or at such other place as the Fund may from time to time designate in writing. 4. This Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the same formality as this Agreement and approved by a resolution of the Board of Directors of the Fund. 5. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns; provided, however, that this Agreement shall not be assignable by the Fund without the written consent of the Custodian, or by the Custodian without the written consent of the Fund, authorized or approved by a resolution of the Fund's Board of Directors. 6. This Agreement shall be construed in accordance with the laws of the State of New York without giving effect to conflict of laws principles thereof. Each party hereby consents to the jurisdiction of a state or federal court situated in New York City, New York in connection with any dispute arising hereunder and hereby waives its right to trial by jury. 7. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts shall, together, constitute only one instrument.respective

MISCELLANEOUS 1. Annexed hereto as Appendix A is a Certificate signed by two of This Agreement constitutes the present Authorized Persons of entire agreement between the Fund under its sealand BNY as a foreign custody manager, setting forth the names and the signatures of the present Authorized Persons of the Fund. The Fund agrees to furnish to the Custodian a new Certificate in similar form no provision in the event that any such present Authorized Person ceases to be an Authorized Person of Custody Agreement between the Fund, or in the event that other or additional Authorized Persons are elected or appointed. Until such new Certificate shall be received, Fund and the Custodian shall be fully protected affect the duties and obligations of BNY hereunder, nor shall any provision in acting this Agreement affect the duties or obligations of the Custodian under the provisions of this Agreement or Oral Instructions upon the signatures of the Authorized Persons as set forth in the last delivered CertificateCustody Agreement. 2. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the CustodianBNY, shall be sufficiently given if addressed to the Custodian and mailed or delivered to received by it at its offices at 90 Washington Street000 Xxxxxxxxx, New YorkXxx Xxxx, Xxx Xxxx 00000, xx xx xxxx xxxxx xxxxx xx the Custodian or at such other place as BNY may from time to time designate in writing. 3. Any notice or other instrument in writing, authorized or required by this Agreement to be given to the Fund shall be sufficiently given if addressed to the Fund and mailed or delivered to received by it at its office offices at the address for the Fund first above written, or at such other place as the Fund may from time to time designate in writing. 4. In case any provision in or obligation under this Agreement shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected thereby. This Agreement may not be amended or modified in any manner except by a written agreement executed by both parties with the same formality as this Agreement and approved by a resolution of the Board of Directors of the Fund. 5parties. This Agreement shall extend to and shall be binding upon the parties hereto, and their respective successors and assigns; provided, provided however, that this Agreement shall not be assignable by the Fund either party without the written consent of the Custodian, or by the Custodian without the written consent of the Fund, authorized or approved by a resolution of the Fund's Board of Directorsother. 65. This Agreement shall be construed in accordance with the substantive laws of the State of New York York, without giving effect regard to conflict conflicts of laws principles thereof. Each party The Fund and BNY hereby consents consent to the jurisdiction of a state or federal court situated in New York City, New York in connection with any dispute arising hereunder hereunder. The Fund hereby irrevocably waives, to the fullest extent permitted by applicable law, any objection which it may now or hereafter have to the laying of venue of any such proceeding brought in such a court and any claim that such proceeding brought in such a court has been brought in an inconvenient forum. The Fund and BNY each hereby irrevocably waives its right any and all rights to trial by juryjury in any legal proceeding arising out of or relating to this Agreement. 6. The parties hereto agree that in performing hereunder, BNY is acting solely on behalf of the Fund and no contractual or service relationship shall be deemed to be established hereby between BNY and any other person by reason of this Agreement. 7. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts shall, together, constitute only one instrument.. 8. This Agreement shall terminate simultaneously with the termination of the Custody Agreement between the Fund and the Custodian, and may otherwise be terminated by either