Common use of Securing Repayment Clause in Contracts

Securing Repayment. In order to secure repayment of the Series’ obligations to the Custodian, the Fund, on behalf of each of its Series hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ right, title and interest in and to all Accounts in the Series’ name and the Securities, money and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The Fund, on behalf of each Series, represents that it owns, on behalf of each Series, the Securities in each respective Series’ Account free and clear of all liens, claims, security interests, and the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund’s right, title and interest in and to all Accounts in the Series’ Fund’s name and the Securities, money and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The Fund, on behalf of each Series, Fund represents that it owns, on behalf of each Series, owns the Securities in each respective Series’ the Account free and clear of all liens, claims, security interests, and the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Fund's obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund's right, title and interest in and to all Accounts in the Series’ Fund's name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian in its capacity as custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, to the Fund, on behalf extent of each of its Series such obligations the Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, security entitlement in and to and right of setoff against: (a) all of the Series’ right, title and interest in and to all of the funds, assets and Accounts of the applicable Fund recorded in the Series’ name of, and held on behalf of, such Fund, and the Securities, money cash and other property now or hereafter held in by the Custodian for such Accounts Fund (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund or recorded as in the name of such Fund at any time held for and on behalf of such Fund by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursementreimbursement (the “Security Interest Rights”). In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect. Without limiting the generality of the foregoing, the Custodian shall exercise its Security Interest Rights in accordance with Section 5.5 below.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund’s right, title and interest in and to all Accounts in the Series’ Fund’s name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). Notwithstanding the foregoing, the Custodian hereby subordinates any such continuing lien and security interest in and to any Securities, cash and other property of the Fund held by in such Accounts (whether obtained by operation of law or contract), to the lien of any bank or other lending or financing institution of whatever nature (“Lender”) from which the Fund borrows money for investment (including through a derivative contract) or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, provided however that when assets in excess of the amount of collateral required to be pledged by the Fund to any Lender (“Excess Assets”) are held in such Accounts, the Custodian shall have a priority security interest and right of setoff in such Excess Assets to secure any overdraft or indebtedness, provided that Custodian notifies the Lender and the Fund in writing prior to exercising any of its rights against such Excess Assets as provided in Section 5.5 below. The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to, with ten (10) days’ prior written notice to the Fund (and any Lender, if applicable), sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, to the Fund, on behalf extent of each of its Series such obligations the Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, security entitlement in and to and right of setoff against: (a) all of the Series’ right, title and interest in and to all of the funds, assets and Accounts of the applicable Series of the Fund recorded in the name of, and held on behalf of, such Series’ name , and the Securities, money cash and other property now or hereafter held in by the Custodian for such Accounts Series (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund or recorded as in the name of such Series at any time held for and on behalf of such Series by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursementreimbursement (the “Security Interest Rights”). In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect. Without limiting the generality of the foregoing, the Custodian shall exercise its Security Interest Rights in accordance with Section 5.5 below.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund’s right, title and interest in and to all Accounts in the Series’ Fund’s name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement, prior to payment of obligations due to the Parent Fund. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect. The Fund agrees that it will disclose these terms and its obligations hereunder to the Parent Fund, or its board, as applicable.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund’s right, title and interest in and to all Accounts in the Series’ Fund’s name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). Notwithstanding the foregoing, the Custodian hereby subordinates any such continuing lien and security interest in and to any Securities, cash and other property of the Fund held by in such Accounts (whether obtained by operation of law or contract), to the lien of any bank or other lending or financing institution of whatever nature (“Lender”) from which the Fund borrows money for investment (including through a derivative contract) or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, provided however that when assets in excess of the amount of collateral required to be pledged by the Fund to any Lender (“Excess Assets”) are held in such Accounts, the Custodian shall have a priority security interest and right of setoff in such Excess Assets to secure any overdraft or indebtedness, provided that Custodian notifies the Lender and the Fund in writing prior to exercising any of its rights against such Excess Assets as provided in Section 5.5 below. The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to, with ten (10) days’ prior written notice to the Fund (and any Lender, if applicable), sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Client’s obligations (whether or not matured) to the Custodian, the Fund, on behalf of each of its Series Client hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Client’s right, title and interest in and to all Accounts in the Series’ Client’s name and the Securities, money and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the FundClient; provided that the Client does not grant the Custodian a security interest in any Securities issued by an affiliate of the Custodian (as defined in Section 23A of the Federal Reserve Act). The Fund, on behalf of each Series, Client represents that it owns, on behalf of each Series, owns the Securities in each respective Series’ the Account free and clear of all liens, claims, security interests, and the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Client shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor as if the Client is in default under applicable laws, rules or regulations as then in effect.

Securing Repayment. In order to secure repayment of the Series’ Fund’s obligations to the Custodian, the Fund, on behalf of each of its Series Fund hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Fund’s right, title and interest in and to all Accounts in the Series’ Fund’s name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fund. The FundFund represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Fund shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regardWith respect to the limited first lien and security interest granted herein, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect.

Securing Repayment. In order to secure repayment of the a Series’ obligations to the Custodian, the Fund, on behalf of each of its Series such Series, hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the such Series’ right, title and interest in and to all Accounts in the such Series’ name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the Fundsuch Series. The FundFund represents, on behalf of warrants and covenants that each Series, represents that it owns, on behalf of each Series, Series owns the Securities in each respective Series’ Account Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each an applicable Series’ , shall take any additional steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts of an applicable Series sufficient cash for reimbursementreimbursement of such Series’ obligations, and if such cash is insufficient, to sell the Securities in the Accounts of such Series to the extent necessary to obtain reimbursementreimbursement for such Series’ obligations; provided, however, that Custodian must first provide prompt advance notice of such potential action to the Fund. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor of such Series under applicable laws, rules or and regulations as then in effect. The Accounts or other assets of a Series may not be used to satisfy the obligations of any other Series, nor may the Accounts or other assets of any other Series be used to satisfy the obligations of the first Series. No lien or security interest in, or right of setoff against, the Accounts or other assets of a Series shall apply to such Series except in connection with the obligations of such Series.

Securing Repayment. In order to secure repayment of the Series’ Customer’s obligations to the Custodian, the Fund, on behalf of each of its Series Customer hereby pledges and grants to the Custodian and agrees the Custodian shall have to the maximum extent permitted by law, a continuing first lien and security interest in, and right of setoff against: (a) all of the Series’ Customer’s right, title and interest in and to all Accounts in the Series’ Customer’s name and the Securities, money cash and other property now or hereafter held in such Accounts (including proceeds thereof) and (b) any other property at any time held by the Custodian for the FundCustomer. The FundCustomer represents, on behalf of each Series, represents warrants and covenants that it owns, on behalf of each Series, owns the Securities in each respective Series’ Account the Accounts free and clear of all liens, claims, claims and security interests, and that the first lien and security interest granted herein shall be subject to no setoffs, counterclaims, counterclaims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute). The Fund, on behalf of each Series’ Customer shall take any additional all reasonable steps required to assure the Custodian of such priority security interest, including notifying third parties or obtaining their consent. The Custodian shall be entitled to collect from the Accounts sufficient cash for reimbursement, and if such cash is insufficient, to sell the Securities in the Accounts to the extent necessary to obtain reimbursement. In this regard, the Custodian shall be entitled to all the rights and remedies of a pledgee and secured creditor under applicable laws, rules or and regulations as then in effect.