Common use of Retail MMFs Clause in Contracts

Retail MMFs. (i) To the extent a MMF operates as a Retail MMF, Financial Intermediary agrees, with respect to any shares of the Retail Fund purchased or held by or on behalf of its customers,: (1) it has adopted and implemented policies, procedures and internal controls reasonably designed to limit all beneficial owners of such Retail MMF shares to natural persons (as such term is used or interpreted by the SEC or its staff), (2) it has taken commercially reasonable efforts to ensure that all current and future beneficial owners of such Retail MMF shares are natural persons, and (3) it will promptly redeem any such Retail MMF shares of customers who do not qualify as natural persons. (ii) Upon the reasonable request of JPMDS, a Retail MMF or its authorized agent, Financial Intermediary will provide (1) copies (or a summary) of the policies, procedures and internal controls required under Section 3.(i) of this Schedule E, and (2) information or certification as to the adequacy of such procedures and the effectiveness of their implementation, in such form as may be reasonably satisfactory to the Retail MMF or JPMDS. (iii) In the event the Financial Intermediary cannot redeem shares as provided in Section (i) of this Schedule E, the Financial Intermediary will promptly notify the Retail MMF and will comply with any requests from the Retail MMF or JPMDS relating to the involuntary redemption of such shares (including shares held in an omnibus account).