Common use of Other Terms and Conditions Related to the Officer Clause in Contracts

Other Terms and Conditions Related to the Officer. (i) Individuals that Service Provider makes available as Officers need not be employees or agents of Service Provider and may be independent contractors or employees or agents of a third party. (ii) If Service Provider can no longer secure the services of, or has decided to sever its relationship with, an individual that is currently serving as an Officer, the Client may secure such service directly in any manner deemed appropriate by the Client. If this does not occur, Service Provider’s only obligation shall be to use reasonable efforts to make another individual available to serve in the same capacity as such an Officer. (iii) In connection with Service Provider’s obligation to make an individual available to serve as an Officer, Service Provider shall pay a level of total compensation to such person that is consistent with Service Provider’s compensation of employees having similar duties, similar seniority, and working at the same or similar geographical location, and Service Provider shall not be required to pay compensation in any greater amount. (iv) If any employee of Service Provider acts as an Officer of the Funds, any such relationship shall be subject to the internal policies of Service Provider concerning the activities of its employees and their service as officers of funds; if such policies prohibit any such employee from acting as an Officer of the Funds, Service Provider’s only obligation shall be to use reasonable efforts to make a non-employee available to serve in the same capacity as such an Officer.

Other Terms and Conditions Related to the Officer. (i) Individuals that Service Provider makes available as Officers need not be employees or agents of Service Provider and may be independent contractors or employees or agents of a third party. (ii) If Service Provider can no longer secure the services of, or has decided to sever its relationship with, an individual that is currently serving as an Officer, the Client may secure such service directly in any manner deemed appropriate by the Client. If this does not occur, Service Provider’s only obligation shall be to use reasonable efforts to make another individual available to serve in the same capacity as such an Officer. (iii) In connection with Service Provider’s obligation to make an individual available to serve as an Officer, Service Provider shall pay a level of total compensation to such person that is consistent with Service Provider’s compensation of employees having similar duties, similar seniority, and working at the same or similar geographical location, and Service Provider shall not be required to pay compensation in any greater amount. (iv) If any employee of Service Provider acts as an Officer of the FundsClient, any such relationship shall be subject to the internal policies of Service Provider concerning the activities of its employees and their service as officers of funds; if such policies prohibit any such employee from acting as an Officer of the FundsClient, Service Provider’s only obligation obligations shall be to provide reasonable advance notice of any change to its policies which would prohibit is employees from serving as Officer, in order to enable an orderly transition, and to use reasonable efforts to make a non-employee available to serve in the same capacity as such an Officer.

Other Terms and Conditions Related to the Officer. (i) Individuals that Service Provider makes available as Officers need not be employees or agents of Service Provider and may be independent contractors or employees or agents of a third party. (ii) If Service Provider can no longer secure the services of, or has decided to sever its relationship with, an individual that is currently serving as an the Officer, the Client may secure such service directly in any manner deemed appropriate by the Client. If this does not occur, Service Provider’s only obligation shall be to use reasonable efforts to make another individual available to serve in the same capacity as such an the Officer. (iii) In connection with Service Provider’s obligation to make an individual available to serve as an the Officer, Service Provider shall pay a level of total compensation to such person Officer that is consistent with Service Provider’s compensation of employees having similar duties, similar seniority, and working at the same or similar geographical location, and Service Provider shall not be required to pay compensation in any greater amount. (iv) If any employee of Service Provider acts as an the Officer of the FundsClient, any such relationship shall be subject to the internal policies of Service Provider concerning the activities of its employees and their service as officers of fundsU.S. registered investment companies; if such policies prohibit any such employee from acting as an Officer officer of the FundsClient, Service Provider’s only obligation shall be to use reasonable efforts to make a non-employee available to serve in the same capacity as such an the Officer.

Other Terms and Conditions Related to the Officer. (i) Individuals that Service Provider makes available as Officers need not be employees or agents of Service Provider and may be independent contractors or employees or agents of a third party. (ii) If Service Provider can no longer secure the services of, or has decided to sever its relationship with, an individual that is currently serving as an Officer, the Client may secure such service directly in any manner deemed appropriate by the Client. If this does not occur, Service Provider’s 's only obligation shall be to use reasonable efforts to make another individual available to serve in the same capacity as such an Officer. (iii) In connection with Service Provider’s 's obligation to make an individual available to serve as an Officer, Service Provider shall pay a level of total compensation to such person that is consistent with Service Provider’s 's compensation of employees having similar duties, similar seniority, and working at the same or similar geographical location, and Service Provider shall not be required to pay compensation in any greater amount. (iv) If any employee of Service Provider acts as an Officer of the Funds, any such relationship shall be subject to the internal policies of Service Provider concerning the activities of its employees and their service as officers of funds; if such policies prohibit any such employee from acting as an Officer of the Funds, Service Provider’s 's only obligation shall be to use reasonable efforts to make a non-employee available to serve in the same capacity as such an Officer.

Other Terms and Conditions Related to the Officer. (i) Individuals that Service Provider makes available as Officers need not be employees or agents of Service Provider and may be independent contractors or employees or agents of a third party. (ii) If Service Provider can no longer secure the services of, or has decided to sever its relationship with, an individual that is currently serving as an Officer, the Client may secure such service directly in any manner deemed appropriate by the Client. If this does not occur, Service Provider’s only obligation shall be to use reasonable efforts to make another individual available to serve in the same capacity as such an Officer. (iii) In connection with Service Provider’s obligation to make an individual available to serve as an Officer, Service Provider shall pay a level of total compensation to such person that is consistent with Service Provider’s compensation of employees having similar duties, similar seniority, and working at the same or similar geographical location, and Service Provider shall not be required to pay compensation in any greater amount. (iv) If any employee of Service Provider acts as an Officer of the FundsClient, any such relationship shall be subject to the internal policies of Service Provider concerning the activities of its employees and their service as officers of funds; if such policies prohibit any such employee from acting as an Officer of the FundsClient, Service Provider’s only obligation shall be to use reasonable efforts to make a non-employee available to serve in the same capacity as such an Officer.