Common use of Repurchases and Tender Offers of Continuously Offered Closed-End Funds Clause in Contracts

Repurchases and Tender Offers of Continuously Offered Closed-End Funds. (i) Dealer agrees that Shares of a Continuously Offered Closed-End Fund will not be repurchased by either the Continuously Offered Closed-End Fund (other than through tender offers from time to time, if any) or VKFI, and that no secondary market for the Shares of the Continuously Offered Closed-End Fund exists currently or is expected to develop. Dealer further agrees that, in the event any purchase order for shares of a Continuously Offered Closed-End Fund is canceled after confirmation by VKFI, such Shares may not be repurchased, remarketed or otherwise disposed of by or through VKFI. (ii) Dealer agrees that, while a Continuously Offered Closed-End Fund may consider tendering for all or a portion of its Shares on a periodic basis, there is no assurance that the Continuously Offered Closed-End Fund will tender for Shares at any time, or that, following such a tender, Shares tendered will be repurchased by the Continuously Offered Closed-End Fund. Dealer further agrees that, as set forth in the applicable Continuously Offered Closed-End Fund's Prospectus, under certain circumstances an early withdrawal charge payable to VKFI may be imposed on Shares accepted for tender. Any representation as to a tender offer by a Continuously Offered Closed-End Fund, other than as set forth in the Continuously Offered Closed-End Fund's Prospectus, is expressly prohibited.

Repurchases and Tender Offers of Continuously Offered Closed-End Funds. (i) Dealer agrees that Shares of a Continuously Offered Closed-End Fund will not be repurchased by either the Continuously Offered Closed-End Fund (other than through tender offers from time to time, if any) or VKFIClaymore, and that no secondary market for the Shares of the Continuously Offered Closed-End Fund exists currently or is expected to develop. Dealer further agrees that, in the event any purchase order for shares of a Continuously Offered Closed-End Fund is canceled after confirmation by VKFIClaymore, such Shares may not be repurchased, remarketed or otherwise disposed of by or through VKFIClaymore. (ii) Dealer agrees that, while a Continuously Offered Closed-End Fund may consider tendering for all or a portion of its Shares on a periodic basis, there is no assurance that the Continuously Offered Closed-End Fund will tender for Shares at any time, or that, following such a tender, Shares tendered will be repurchased by the Continuously Offered Closed-End Fund. Dealer further agrees that, as set forth in the applicable Continuously Offered Closed-End Fund's Prospectus, under certain circumstances an early withdrawal charge payable to VKFI may be imposed on Shares accepted for tender. Any representation as to a tender offer by a Continuously Offered Closed-End Fund, other than as set forth in the Continuously Offered Closed-End Fund's Prospectus, is expressly prohibited.End

Repurchases and Tender Offers of Continuously Offered Closed-End Funds. (i) Dealer agrees that Shares of a Continuously Offered Closed-End Fund will not be repurchased by either the Continuously Offered Closed-End Fund (other than through tender repurchase offers from time to time, if anyat specific intervals) or VKFI, and that no secondary market for the Shares of the Continuously Offered Closed-End Fund exists currently or is expected to develop. Dealer further agrees that, in the event any purchase order for shares of a Continuously Offered Closed-End Fund is canceled after confirmation by VKFI, such Shares may not be repurchased, remarketed or otherwise disposed of by or through VKFI. (ii) Dealer agrees that, while a Continuously Offered Closed-End Fund may consider tendering for all or a portion of its Shares on a periodic basiswill make repurchase offers at specific intervals pursuant to Rule 23c-3 under the 1940 Act, there is no assurance that the Continuously Offered Closed-End Fund will tender for Shares at any time, or that, following such a tenderrepurchase offer, Shares tendered will be repurchased by the Continuously Offered Closed-End Fund. Dealer further agrees that, as set forth in the applicable Continuously Offered Closed-End Fund's Prospectus, under certain circumstances an early withdrawal charge payable to VKFI may be imposed on Shares accepted for tenderrepurchase. Any representation as to a tender repurchase offer by a Continuously Offered Closed-End Fund, other than as set forth in the Continuously Offered Closed-End Fund's Prospectus, is expressly prohibited.