Common use of Settlement Procedures Clause in Contracts

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the Account and delivery of Securities out of the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the Account and delivery of Securities out of the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Provided that the Custodian shall not be liable for any loss which results from effecting effects transactions in accordance with the customary or established securities trading or securities processing practices and practice or procedures in the applicable jurisdiction or market, it shall not be responsible for any loss arising therefrom. Subject to the exercise of reasonable care, the Custodian may elect to effect transactions otherwise in a jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined Except as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as otherwise may be agreed between upon by the Customer and parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for the Account unless there is sufficient Cash in the Account at the time or to settle the sale of any Securities in the Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in the Account at the time of settlement of such purchase, the Custodian may, in its sole discretion, but in no way shall have any obligation to, permit an overdraft in the Account in the amount of the difference solely for the purpose of facilitating the settlement of such purchase of securities for prompt delivery to the Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business and further agrees to indemnify and hold the Custodian harmless from time and against any and all losses, costs, including, without limitation the cost of funds, and expenses incurred in connection with such overdraft. The Customer agrees that it will not use the Account to timefacilitate the purchase of securities without sufficient funds in the Account (which funds shall not include the proceeds of the sale of the purchased securities).

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction Jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Global Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined Except as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as otherwise may be agreed between upon by the Customer and parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for an Account unless there is sufficient Cash in such Account at the time or to settle the sale of any Securities in such Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in an Account at the time of settlement of such purchase, the Custodian may, in its sole discretion, but in no way shall have any obligation to, permit an overdraft in such Account in the amount of the difference solely for the purpose of facilitating the settlement of such purchase of securities for prompt delivery for such Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business and further agrees to indemnify and hold the Custodian harmless from time and against any and all losses, costs, including, without limitation the cost of funds, and expenses incurred in connection with such overdraft. The Customer agrees that it will not use the Account to timefacilitate the purchase of securities without sufficient funds in the Account (which funds shall not include the proceeds of the sale of the purchased securities).

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Bankers Trust as Subcustodian under the Master Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Bankers Trust Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as mean the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Bankers Trust and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian from parties time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian Bank or a Subcustodian upon receipt by the Custodian Bank of Instructions which that include all information required by the CustodianBank. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian Bank in effect from time to time for that jurisdiction or market. The Custodian Bank shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian Bank may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer Forum by the CustodianBank, the Custodian Bank may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer Forum agrees to hold the Custodian Bank harmless from any losses which that may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Bank from time to time specifying the procedures for communicating with the CustomerForum, the terms of any additional services to be provided to the CustomerForum, and such other matters as may be agreed between the Customer Forum and the Custodian Bank from time to time. Copies of the current term standards have been delivered to Forum.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. (a) Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The So long as and to the extent that the Custodian has exercised reasonable care, the Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that . (b) With respect to Accounts containing Securities maintained outside the United States, the Custodian may settle purchases and sales against, shall credit or credit income to, the Account, debit such Accounts on a contractual basissettlement date with Cash or Securities with respect to any sale, as outlined in the applicable Service Standards as defined below and provided exchange or purchase of Securities. (i) The Custodian may reverse credits or debits made to the Customer Accounts in its discretion if the related transaction fails to settle within a reasonable period, determined by the CustodianCustodian in its discretion, after the contractual settlement date for the related transaction; provided that, the Custodian shall give Customer prior notification of any such reversal. Where the foregoing notification is oral, the Custodian shall promptly provide written notification of the same (which confirmation may be electronic). (ii) If any Securirites delivered pursuant to this Section 12(b) are returned by the recipient thereof, the Custodian may, after receiving advance approval from the Customer, which approval shall not be unreasonably withheld, reverse the credits and debits of the particular transaction at any time. (c) Without affecting the obligations of the Custodian under Section 12(b) and except as otherwise may be agreed upon by the parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for the Account unless there is sufficient Cash in the Account at the time or to settle the sale of any Securities in the Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in the Account at the time of settlement of such purchase, the Custodian may, in its sole optiondiscretion, reverse such credits or debits to but in no way shall have any obligation to, permit an overdraft in the Account in the event that amount of the transaction does not settle, or difference solely for the income is not received in a timely manner, and purpose of facilitating the settlement of such purchase of securities for prompt delivery for the Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business, exclusively out of the Property in the Account that has engaged in the transaction that gives rise to such overdraft and further agrees to indemnify and hold the Custodian harmless from and against Custodian's actual losses, damages, costs and expenses, including the charges for such overdraft as set forth in Exhibit C hereof exclusively out of such Property, provided however, that Customer shall not be liable for any losses which may result therefromconsequential or special damages. The applicable Service Standards Customer agrees that it will not use the Account to facilitate the purchase of securities if at the time Customer places the purchase order it knows there will not be sufficient funds in the Account at the time of settlement (which funds shall be defined as not include the Global Guide, proceeds of the Policies and Standards Manual, and any other documents issued by sale of the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to timepurchased securities).

Settlement Procedures. Settlement procedures for transactions in Foreign Securities, including receipts and payments of cash held in any nostro account or omnibus account, shall be carried out in accordance with instructions in the operational manual provided by the Custodian (the "Operational Manual"). It is understood that such settlement procedures may vary, as provided in the Operational Manual, from securities market to securities market, to reflect particular settlement practices in such markets. With respect to any transaction involving Foreign Securities, the Custodian or any Subcustodian in its discretion may cause the Trust to be credited on the contractual settlement date with proceeds of any sale or exchange of Foreign Securities and to be debited on the contractual settlement date for the cost of Foreign Securities purchased or acquired. The Custodian may reverse any such credit or debit if the transaction with respect to which such credit or debit was made fails to settle within a reasonable period, determined by the Custodian in its discretion, after the contractual settlement date except that if any Foreign Securities delivered pursuant to this section are returned by the recipient thereof, the Custodian may cause any such credits and debits to be reversed at any time. With respect to any transactions as to which the Custodian does not determine so to credit or debit the Trust, the proceeds from the sale or exchange of Foreign Securities will be transferred, exchanged credited and the cost of such Foreign Securities purchased or delivered by acquired will be debited on the Custodian date such proceeds or a Subcustodian upon receipt by the Custodian of Instructions which include all information required Foreign Securities are received by the Custodian. Settlement and Notwithstanding the preceding paragraph, settlement, payment for Securities received for the Account and delivery of for Foreign Securities out of the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Foreign Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation exception of receiving later payment for such Foreign Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Provided that the Custodian shall not be liable for any loss which results from effecting effects transactions in accordance with the customary or established securities trading or securities processing practices and practice or procedures in the applicable jurisdiction or market, it shall not be responsible for any loss arising therefrom. Subject to the exercise of reasonable care, the Custodian may elect to effect transactions otherwise in a jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined Except as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as otherwise may be agreed between upon by the Customer and parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for an Account unless there is sufficient Cash in such Account at the time or to settle the sale of any Securities in such Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in an Account at the time of settlement of such purchase, the Custodian may, in its sole discretion, but in no way shall have any obligation to, permit an overdraft in such Account in the amount of the difference solely for the purpose of facilitating the settlement of such purchase of securities for prompt delivery to such Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business and further agrees to indemnify and hold the Custodian harmless from time and against any and all losses, costs, including, without limitation the cost of funds, and expenses incurred in connection with such overdraft. The Customer agrees that it will not use the Account to timefacilitate the purchase of securities without sufficient funds in the Account (which funds shall not include the proceeds of the sale of the purchased securities).

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Union Bank as Subcustodian under the Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Union Bank Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as mean the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Union Bank and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian parties from time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market, so long as the Custodian used reasonable care in effecting such transactions. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined Except as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as otherwise may be agreed between upon by the Customer and parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for an Account unless there is sufficient Cash in such Account at the time or to settle the sale of any Securities in such Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in an Account at the time of settlement of such purchase, the Custodian may, in its sole discretion, but in no way shall have any obligation to, permit an overdraft in such Account in the amount of the difference solely for the purpose of facilitating the settlement of such purchase of securities for prompt delivery for such Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business and further agrees to indemnify and hold the Custodian harmless from time and against any and all losses, costs, including, without limitation the cost of funds, and expenses incurred in connection with such overdraft. The Customer agrees that it will not use the Account to timefacilitate the purchase of securities without sufficient funds in the Account (which funds shall not include the proceeds of the sale of the purchased securities).

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian Bank or a Subcustodian upon receipt by the Custodian Bank of Instructions which that include all information required by the CustodianBank. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian Bank in effect from time to time for that jurisdiction or market. The Custodian Bank shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian Bank may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer Forum by the CustodianBank, the Custodian Bank may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer Forum agrees to hold the Custodian Bank harmless from any losses which that may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Bank from time to time specifying the procedures for communicating with the CustomerForum, the terms of any additional services to be provided to the CustomerForum, and such other matters as may be agreed between the Customer Forum and the Custodian Bank from time to time. Copies of the current term standards have been delivered to Forum.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of such Account shall be concurrent unless Customer provides Instructions to the Account may be effected contrary to the effect that delivery against payment is not in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of . Neither the Custodian in effect from time to time for that jurisdiction or market. The Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer and agreed to in advance by the CustodianCustomer, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other document or documents issued by the Custodian from time to time and accepted by the Customer specifying the Custodian’s policies, procedures and practices in connection with transactions for, and the maintenance of, Property, including Foreign Assets, in the Account, for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Bankers Trust as Subcustodian under the Master Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Bankers Trust Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as mean the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Bankers Trust and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian parties from time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian Custodian, a Subcustodian or a Subcustodian Securities System upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or marketmarket and subject to compliance by Custodian with the standard of care set forth in Section 15 of the Agreement. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. The applicable Service Standards shall be defined as therefrom without fault on the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms part of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to timeCustodian.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Neither the Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other document or documents issued by the Custodian from time to time specifying the Custodian's policies, procedures and practices in in connection with transactions for, and the maintenance of, Property, including Foreign Assets, in the Account, for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of such Account shall be concurrent unless Customer provides Instructions to the Account may be effected contrary to the effect that delivery against payment is not in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of . Neither the Custodian in effect from time to time for that jurisdiction or market. The Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable "Service Standards Standards" as defined below and provided to and agreed to in advance by the Customer by and the Custodian, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Neither the Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Transactions in the U.S. market shall be effected on a payment versus delivery basis unless otherwise agreed between the parties. Notwithstanding that the Custodian may may, subject to the provisions of Section 13, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of such Account shall be concurrent unless Customer provides Instructions to the Account may be effected contrary to the effect that delivery against payment is not in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of . Neither the Custodian in effect from time to time for that jurisdiction or market. The Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to and agreed to in advance by the Customer by the Custodian, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other document or documents issued by the Custodian from time to time and accepted by the Customer specifying the Custodian’s policies, procedures and practices in connection with transactions for, and the maintenance of, Property, including Foreign Assets, in the Account, for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Neither the Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other document or documents issued by the Custodian from time to time specifying the Custodian's policies, procedures and practices in connection with transactions for, and the maintenance of, Property, including Foreign Assets, in the Account, for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering delivery Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation exception of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the and Account, on a contractual basis, as outlined outline in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at as its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined Except as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as otherwise may be agreed between upon by the Customer and parties hereto, the Custodian shall not be required to comply with Instructions to settle the purchase of any Securities for an Account unless there is sufficient Cash in such Account at the time or to settle the sale of any Securities in such Account unless such Securities are in deliverable form. Notwithstanding the foregoing, if the purchase price of such securities exceeds the amount of Cash in an Account at the time of settlement of such purchase, the Custodian may, in its sole discretion solely for the purpose of facilitating the settlement of such purchase of securities for prompt delivery for such Account. The Customer agrees to immediately repay the amount of any such overdraft in the ordinary course of business and further agrees to indemnify and hold the Custodian harmless from time and against any and all losses, costs, including, without limitation the cost of funds, and expenses incurred in connection with such overdraft. The Customer agrees that it will not use the Account to timefacilitate the purchase of securities without sufficient funds in the Account (which funds shall not include the proceeds of the sale of the purchased securities).

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Bankers Trust as Subcustodian under the Master Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Bankers Trust Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as mean the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Bankers Trust and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian from parties time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Provided that the Custodian shall not be liable for any loss which results from effecting effects transactions in accordance with the customary or established securities trading or securities processing practices and practice or procedures in the applicable jurisdiction or market, it shall not be responsible for any loss arising therefrom. Subject to the exercise of reasonable care, the Custodian may elect to effect transactions otherwise in a jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Investment Manager User Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. (a) The proceeds from the sale or exchange of Securities will be transferred, exchanged credited and the cost of such Securities purchased or delivered by acquired will be debited to the Custodian or a Subcustodian upon receipt by Cash Account in accordance with the Custodian of Instructions which include all information required by schedule specified in the Custodian's Policies and Standards Manual in effect from time to time. Settlement Upon the execution and delivery of this Agreement, the Customer acknowledges receipt of the Custodian's Policies and Standards Manual in effect on the date hereof. Notwithstanding the preceding sentence, settlement and payment for Securities received for the Account and delivery of Securities out of maintained for the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. (b) The Custodian shall not be required to comply with any Instructions to settle the purchase of any securities for the Account, unless there are sufficient immediately available funds in the Cash Account, provided that, if, after all expenses, debits and withdrawals ("Debits") applicable to the Cash Account have been made and if after all Conditional Credits, as defined below, applicable to the Cash Account have been made final entries as set forth in (d) below, the amount of immediately available funds in such Cash Account is at least equal to the aggregate purchase price of all securities for which the Custodian has received Instructions to settle on that date ("Settlement Date"), the Custodian, upon settlement, shall credit the Securities to the Account by making a final entry on its books and records. (c) Notwithstanding the foregoing, if after all Debits applicable to the Cash Account have been made, there remains outstanding any Conditional Credit applicable to the Cash Account or the amount of immediately available funds in such Cash Account are less than the aggregate purchase price of all securities for which the Custodian has received Instructions to settle on the Settlement Date, the Custodian, upon settlement, may provisionally credit the Securities to the Account by making a conditional entry on its books and records ("Conditional Credit"), pending receipt of sufficient immediately available funds in the Cash Account. (d) If, within a reasonable time after the posting of a Conditional Credit and after all Debits applicable to the Cash Account have been made, immediately available funds at least equal to the aggregate purchase price of all securities subject to a Conditional Credit on a Settlement Date are deposited into the Cash Account, the Custodian shall make the Conditional Credit a final entry on its books and records. Notwithstanding that In such case, the Customer shall be liable to the Custodian only for late charges at a rate mutually agreed upon in writing by the Custodian and the Customer. (e) If (i) within a reasonable time from the posting of a Conditional Credit, immediately available funds at least equal to the resultant Debit on a Settlement Date are not on deposit in the Cash Account, or (ii) any Proceeding shall occur, the Custodian may settle purchases sell such of the Securities subject to the Conditional Credit as it selects in its sole discretion and sales againstshall apply the net proceeds of such sale to cover such Debit, or credit income toincluding related late charges, and any remaining proceeds shall be credited to the Cash Account. If such proceeds are insufficient to satisfy such debt in full, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided Customer shall continue to be liable to the Custodian for any shortfall. The Custodian shall make the Conditional Credit a final entry on its books as to the Securities not required to be sold to satisfy such Debit. Pending payment in full by the Customer of the purchase price for Securities subject to a Conditional Credit, and the Custodian's making a Conditional Credit a final entry on its books, and unless consented to by the Custodian, the Customer shall have no right to give further instructions in respect of Securities subject to a Conditional Credit. The Custodian may, at its shall have the sole option, reverse such credits or debits discretion to determine which Securities shall be deemed to have been paid for by the Account Customer out of funds available in the event that the transaction does not settle, or the income is not received in a timely manner, Account. Any such Conditional Credit may be reversed (and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards corresponding Debit shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued canceled) by the Custodian from time unless and until the Custodian makes a final entry on its books crediting such Securities to time specifying the procedures for communicating with the CustomerAccount. The term "Proceeding" shall mean any insolvency, the terms of any additional services to be provided bankruptcy, receivership, reorganization or similar proceeding relating to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to timewhether voluntary or involuntary.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the Account and delivery of Securities out of the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in proceduresin the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market, provided that such procedures are not unreasonable when compared to customary procedures with respect to such jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Deutsche Bank as Subcustodian under the Master Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Deutsche Bank Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as the Global Guide, mean the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Deutsche Bank and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian from parties time to time. Copies of the current Service Standards have been delivered to Customer and notice of any amendments thereto shall also be promptly provided to the Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian ---------------------- or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of such Account shall be concurrent unless Customer provides Instructions to the Account may be effected contrary to the effect that delivery against payment is not in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of . Neither the Custodian in effect from time to time for that jurisdiction or market. The Custodian nor the Subcustodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may may, subject to the provisions of Section 17, settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to and agreed to in advance by the Customer by the Custodian, the Custodian may, at its sole optiondiscretion, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other document or documents issued by the Custodian from time to time and accepted by the Customer specifying the Custodian's policies, procedures and practices in connection with transactions for, and the maintenance of, Property, including Foreign Assets, in the Account, for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. The applicable With respect to the activities of Comerica as Subcustodian under the Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Comerica Service Standards, as described below and provided to Customer by Custodian. Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Comerica and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian parties from time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which include all information required by the Custodian. Settlement and payment for Securities received for the Account and delivery of Securities out of the Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian may settle purchases and sales against, or credit income to, the Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and Global Guide provided to the Customer by the Custodian, the Custodian may, at its sole option, reverse such credits or debits to the Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian from time to time specifying the procedures for communicating with the Customer, the terms of any additional services to be provided to the Customer, and such other matters as may be agreed between the Customer and the Custodian from time to time.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian Bank or a Subcustodian upon receipt by the Custodian Bank of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian Bank in effect from time to time for that jurisdiction or market. The Custodian Bank shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian Bank may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer Forum by the Custodian, the Custodian Bank may, at its sole option, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer Forum agrees to hold the Custodian Bank harmless from any losses which that may result therefrom. The applicable Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Bank from time to time specifying the procedures for communicating with the CustomerForum, the terms of any additional services to be provided to the CustomerForum, and such other matters as may be agreed between the Customer Forum and the Custodian Bank from time to time. Copies of the current term standards have been delivered to the Custodian.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. The applicable With respect to the activities of Union Bank as Subcustodian under the Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Union Bank Service Standards, as described below and provided to Customer by Custodian. Service Standards shall be defined as the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Union Bank and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian parties from time to time. Copies of the current Service Standards have been delivered to Customer.

Settlement Procedures. Securities will be transferred, exchanged or delivered by the Custodian or a Subcustodian upon receipt by the Custodian of Instructions which that include all information required by the Custodian. Settlement and payment for Securities received for the an Account and delivery of Securities out of the such Account may be effected in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including, without limitation, delivering Securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) against a receipt with the expectation of receiving later payment for such Securities from such purchaser or dealer, as such practices and procedures may be modified or supplemented in accordance with the standard operating procedures of the Custodian in effect from time to time for that jurisdiction or market, provided that such procedures are not unreasonable when compared to customary procedures with respect to such jurisdiction or market. The Custodian shall not be liable for any loss which results from effecting transactions in accordance with the customary or established securities trading or securities processing practices and procedures in the applicable jurisdiction or market. Notwithstanding that the Custodian or a Subcustodian may settle purchases and sales against, or credit income to, the an Account, on a contractual basis, as outlined in the applicable Service Standards as defined below and provided to the Customer by the Custodian, the Custodian may, at its sole optionoption upon written notice to Customer, reverse such credits or debits to the appropriate Account in the event that the transaction does not settle, or the income is not received in a timely manner, and the Customer agrees to hold the Custodian harmless from any losses which that may result therefrom. With respect to the activities of Deutsche Bank as Subcustodian under the Master Subcustodian Agreement, such credits and reversals, if any, shall be on a contractual basis, as outlined in the Deutsche Bank Service Standards, as described below and provided to Customer by Custodian. The applicable Service Standards shall be defined as mean the Global Guide, the Policies and Standards Manual, and any other documents issued by the Custodian Custodian, Deutsche Bank and other Subcustodians from time to time specifying the procedures for communicating with the Customera customer, the terms of any additional services to be provided to the Customera customer, and such other matters as may be agreed between the Customer and the Custodian from parties time to time. Copies of the current Service Standards have been delivered to Customer and notice of any amendments thereto shall also be promptly provided to the Customer.