Common use of Successor Custodian Clause in Contracts

Successor Custodian. If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Fund shall be appointed by the BoardBoard of such Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties of the Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Fund held in a U.S or Foreign Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote resolution of the Board, certified by the secretary or an assistant secretary Board of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Fund and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Fund held in any U.S. or Foreign Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to a Fund owing to failure of the Fund to procure the certified copy of the vote resolution referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardTrustees of the Fund, the Custodian shall, upon termination, deliver cause to be delivered to such successor custodian at the offices of the Custodiancustodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties then held by it hereunder, the Sub-Custodians and shall all instruments held by the Sub-Custodians relative thereto and cause the transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a any Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable Fund, deliver cause to be delivered at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in meets the requirements of the 1940 ActAct and the rules and regulations thereunder, doing business in Bostonsuch securities, Massachusetts, or New York, New York, of its own selection funds and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterother properties. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains such securities, funds and other properties remain in the possession of the Custodian or any Sub-Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains Sub-Custodians retain possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s Fund`s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s Fund`s investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s 's investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s 's investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments " securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of or not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, Funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder for the Fund and shall transfer to an account separate accounts of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "'bank" ' as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract for the Fund and to transfer to an account separate accounts of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Portfolio shall be appointed by the Fund's Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities and other properties instruments of such Portfolio then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Portfolio held in a Securities SystemSystem and otherwise shall use its best efforts to assist the Fund in completing a timely transfer of its responsibilities as custodian to the successor custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Fund's Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Fund's Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00050,000,000, all property securities, funds and other properties held by the Custodian on behalf of a Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any securities, funds and other property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Fund's Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other property and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Trust, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments cash, securities and other properties any earned income associated with those securities (as received) of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable FundTrust, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the Board, the Custodian State Street shall, upon termination, deliver to such successor custodian at the offices office of the CustodianState Street, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian State Street shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian State Street and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all securities, funds and other properties held by State Street on behalf of each applicable Portfolio and all instruments held by State Street relative thereto and all other property held by the Custodian it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian State Street under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Certified Resolution to appoint a successor custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian State Street retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Company, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all each of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable FundCompany, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the each Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under and pursuant to this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Managers of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Managers of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Managers shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Managers to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardTrustees of the Fund, the Custodian shall, upon termination, deliver cause to be delivered to such successor custodian at the offices of the Custodiancustodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties then held by it hereunder, the Sub-Custodians and shall all instruments held by the Sub-Custodians relative thereto and cause the transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a any Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable Fund, deliver cause to be delivered at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in meets the requirements of the 1940 ActAct and the rules and regulations thereunder, doing business in Bostonsuch securities, Massachusetts, or New York, New York, of its own selection funds and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterother properties. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains such securities, funds and other properties remain in the possession of the Custodian or any Sub- Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains Sub-Custodians retain possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be for the Fund, or one or more of the Portfolios is appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodiancustodian, duly endorsed and in the form for transfer, all investments Securities of each applicable Portfolio then held hereunder and all other properties then property of the applicable Portfolio(s) deposited with or held by it hereunder, hereunder and Custodian shall transfer to an account be released of the successor custodian all of the Fund’s investments held in a Securities Systemduties and obligations under this agreement. If no such successor custodian shall be appointedis appointed and this agreement is terminated pursuant to Section 17 of this agreement, the Custodian shall, in like manner, at its office, upon receipt of a copy of a vote certified resolution of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties property in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board of Trustees of the Fund shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, company of its own selection and having an aggregate capital, surplus, and undivided profits, qualified to act as shown by its last published report, of not less than $100,000,000a custodian under the '40 Act, all property of applicable Portfolios held by the Custodian Custodian, under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafteragreement. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the agreement and Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession released of such property, and the provisions of this Agreement relating to the all duties and obligations of the under this agreement. Alternatively, Custodian shall remain have the right to commence as action in full force the nature of an interpleader, and effectseek to deposit the property in a court of competent jurisdiction.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of or not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, Funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If the Board appoints a successor custodian shall be appointed by the Boardcustodian, the Custodian shallwill, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities and other properties assets of the Fund then held by it hereunder, and shall transfer . The Custodian will also deliver to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, copies of such books and records relating to the Fund as the Fund and Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such votemay mutually agree. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall will have been delivered to the Custodian on or before the date when such termination shall will become effective, then the Custodian shall will have the right to deliver to a bank or trust companycompany of its own selection, which that is permitted to be a "bank" as defined in custodian of the Fund's assets under the 1940 Act, doing business in Bostonall securities, Massachusetts, or New York, New York, of its own selection funds and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property other properties held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterAgreement. Thereafter, such bank or trust company shall will be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to to, or of the Board to appoint a successor custodian, the Custodian shall will be entitled to fair compensation for its services during such period as the Custodian retains and retain possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall will remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments Portfolio's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments Portfolio's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodiansuch successor custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Investment Company Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for any Portfolio shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to the failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Funds shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination with respect to the applicable Fund, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of the Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Fund held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Fund owing to failure of the such Fund to procure the certified copy of the vote referred to or of the Board Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Managers, the Custodian shall, upon terminationthe termination of this Contract and at the cost of the Fund, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such voteSystems. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board of Managers shall have been delivered to the Custodian on or before the date when such any termination of this Contract shall become effective, then the Custodian shall have the right to deliver at the cost of the Fund to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Fund held in any Securities System; thereafterSystems. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract, and the Custodian shall have no further liability hereunder, except as otherwise specifically provided by this Contract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote resolution referred to or of the Board of Managers to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect. If while this Contract is in force the Fund shall be liquidated pursuant to law, the Custodian shall distribute, either in cash or (if the Fund so orders) in the portfolio securities and other assets of the Fund, pro rata among the holders of Interests of the Fund as certified by the Fund, the property of the Fund which remains after paying or satisfying all expenses and liabilities of the Fund.

Successor Custodian. If a successor custodian shall be appointed by the BoardTrustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder for each Fund and shall transfer to an account separate accounts of the successor custodian all of the each Fund’s investments securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable FundTrust, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement for each Fund and to transfer to an account separate accounts of such successor custodian all of the each Fund’s investments securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Company shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of the Company then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each the Company held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of the Company and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Company, and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Company held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Trust, of one or more of the Funds shall be appointed by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable FundTrust, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Fund and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Fund held in any Securities System; thereaftersystem. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter, Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors/Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors/Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors/Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, or for one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If In the event Party A elects to substitute another bank or trust company for the Custodian with respect to an Account, and if a successor custodian for such Account shall be appointed by the applicable Board, the Custodian shall, upon terminationnotice of such appointment and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties of such Account then held by it hereunder, under the applicable Agreement and shall transfer to an account of the successor custodian all of the Fund’s investments securities of such Account held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary System or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investmentsUnderlying Transfer Agent, funds and other properties in accordance with such voteif applicable. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such substitution, or on the date on which the termination of this Contract, as the case may be, shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of the applicable Account and all related instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of the applicable Account, and to transfer to an account of such successor custodian all of the Fund’s investments securities of such Account held in any Securities System; thereafterSystem or at the Underlying Transfer Agent, if applicable. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Party A to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties, and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Portfolio shall be appointed by the Fund's Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities and other properties instruments of such Portfolio then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Portfolio held in a Securities SystemSystem and otherwise shall use its best efforts to assist the Fund in completing a timely transfer of its responsibilities as custodian to the successor custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Fund's Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Fund's Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00050,000,000, all property securities, funds and other properties held by the Custodian on behalf of a Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Company, the Custodian shall, upon termination, termination deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all each of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, shall in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable FundCompany, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published list published, report, of not less than $100,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the each Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under and pursuant to this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be is appointed with respect to a Fund by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities then held hereunder and all funds or other properties then of such Fund deposited with or held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be is appointed, the Custodian shall, in like manner, at its office, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Shareholders of the applicable such Fund, deliver at the offices of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Shareholders of such Fund shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is company of its own selection qualified to act as a "bank" as defined in custodian under the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00020,000,000, all property securities, funds, and other properties held by the Custodian on behalf of such Fund and all instruments held by it relative thereto and all other property held by it with respect to such Fund under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafter, Agreement. Thereafter such bank or trust company shall be the successor of the Custodian custodian with respect to such Fund under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds, and other properties remain in the possession of the Custodian after the date of termination hereof owing to the failure of the Fund trust to procure the certified copy referred to above, or to the failure of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. (a) If a successor custodian shall be appointed by the Boardpursuant to Section 11 hereof, the Custodian shall, upon termination, shall promptly deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, along with the funds and other properties held by the Custodian on behalf of the Portfolios under this Agreement, and shall transfer to an account of the successor custodian all of the Fund’s investments Portfolios' securities held in a Securities System. . (b) If this Agreement shall terminate and/or no such successor custodian shall be appointedappointed as provided herein, the Custodian shall, in like manner, upon receipt of a certified copy of a vote the resolutions or consents of the Board, certified by the secretary or an assistant secretary Boards of the applicable FundFunds, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolutions or consents. In the event that no written order designating a successor custodian or certified copy of resolutions or consents of a vote of the Board shall have been delivered to the Custodian on or before the date when such the termination of this Agreement shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bankBank" as defined in the 1940 Act, doing business in BostonNew York of the Custodian's own selection, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds, and other properties (and all instruments relating thereto) held by the Custodian under this Agreement with respect to that Fund, and to transfer to an account of such successor custodian bank or trust company all of the that Fund’s investments 's Portfolios' securities held in any Securities System; thereafter, such . Any bank or trust company shall selected to be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains shall enter into an agreement with a Fund substantially identical in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effectsubstance hereto.

Successor Custodian. If a successor custodian for one or more Funds shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Fund held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Account shall be appointed by the BoardCompany, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties of the Account then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments of the Account held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote an instruction of the Board, certified by the secretary or an assistant secretary of the applicable FundCompany, deliver at the offices office of the Custodian and transfer such investments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board Company shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, bank doing business in Boston, Massachusetts, or New York, New York, the United States (including any state) of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00010,000,000 all investments, all property funds and other properties held by the Custodian on behalf of the Account and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments of the Account held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains investments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote instruction referred to or of the Board Company to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertyinvestments, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of a Fund, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, cash and other properties financial assets of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian or such other location as shall mutually be agreed upon by the Custodian and the applicable Fund and transfer such investmentssecurities, funds and other properties in accordance with such voteinstruction. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangement shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds or other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the a Fund to procure the certified copy of the vote referred to or of the Board provide Proper Instructions to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund shall be appointed by the Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of the Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of the Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Fund held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Partnership shall be appointed by the BoardGeneral Partner, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties of the Partnership then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments of the Partnership held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote instruction of the Board, certified by the secretary or an assistant secretary of the applicable FundGeneral Partner, deliver at the offices office of the Custodian and transfer Partnership such investments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board General Partner shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, bank doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000U.S.$1.0 billion, all property investments, funds and other properties held by the Custodian on behalf of the Partnership and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Partnership and to transfer to an account of such successor custodian all of the Fund’s investments of the Partnership held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains investments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Partnership or General Partner to procure the certified copy of the vote instruction referred to or of the Board Partnership or General Partner to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertyinvestments, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If the Board of Directors or Trustees shall appoint a successor custodian shall be appointed by the Boardcustodian, the Custodian Wachovia shall, upon termination, deliver to such the successor custodian at the offices office of the Custodiancustodian, duly endorsed and in the form for transfer, all investments and other properties Securities it then held by it hereunder, holds under this Agreement and shall transfer to an account of the successor custodian all of the Fund’s investments 's Securities held in a Securities Depository or Book-Entry System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of Fund does not deliver to Wachovia a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian of Trustees on or before the date when such the termination shall become effective, then the Custodian Wachovia shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property held by the Custodian Securities, monies, and other Property Wachovia holds and all instruments Wachovia holds relative thereto and all other Property it holds under this Agreement and to transfer to an account of such the successor custodian all of the Fund’s investments 's Securities held in any Securities Depository or Book-Entry System; thereafter. Thereafter, such that bank or trust company shall be the successor of the Custodian Wachovia under this Agreement. In If Property of the event that any property held pursuant to this Agreement Fund remains in the possession of the Custodian Wachovia after the date of termination hereof of this Agreement owing to the Fund's failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors or Trustees to appoint a successor custodian, the Custodian Wachovia shall be entitled to fair compensation for its services during such the period as the Custodian Wachovia retains possession of such property, the Property and the provisions of this Agreement relating to the duties and obligations of the Custodian Wachovia shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund shall be appointed by the BoardSponsor, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties of the Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Fund held in a U.S. Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instruction, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteProper Instruction. In the event that no written order Proper Instruction designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to (i) the applicable Fund, or (ii) a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000selection, all property securities, funds and other properties held by the Custodian hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of the Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities held in any U.S. Securities System; thereafter. The Custodian shall have no liability for any such delivery. Thereafter, in the case of clause (ii) above, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentsSecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to the procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, securities funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Fund shall be appointed by the BoardBoard of such Fund, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of such Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of such Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Fund held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities and other properties assets of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities and other assets of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter, such bank System or trust company shall be at the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.Underlying Transfer

Successor Custodian. If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments Company's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments Company's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments Funds’ securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to designate and deliver to a successor custodian, which shall be a person qualified to so act under the Act and which shall be a a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of or not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the FundTrust’s investments securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "‘‘bank" ’’ as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be Custodian is appointed with respect to a Fund by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian Custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities then held hereunder and all funds or other properties then of such Fund deposited with or held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be Custodian is appointed, the Custodian shall, in like manner, at its office, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Shareholders of the applicable such Fund, deliver at the offices of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian custo4ian or certified copy of a vote of the Board Shareholders of such Fund shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is company of its own selection qualified to act as a "bank" as defined in custodian under the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00020,000,000, all property securities, funds, and other properties held by the Custodian on behalf of such Fund and all instruments held by it relative thereto and all other property held by it with respect to such Fund under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafter, Agreement. Thereafter such bank or trust company shall be the successor of the Custodian with respect to such Fund under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds, and other properties remain in the possession of the Custodian after the date of termination hereof owing to the failure of the Fund Trust to procure the certified copy referred to above, or to the failure of the vote referred to or of the Board Trustees to appoint a successor custodianCustodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations obligation of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be is appointed by the BoardTrustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities and other properties assets of each Portfolio then held by it hereunder, and . The Custodian shall transfer also deliver to an account of the such successor custodian all copies of such books and records relating to each Portfolio including but not limited to the Fund’s investments held records required to be maintained by the Custodian in a Securities Systemaccordance with the Investment Company Act of 1940. If no such successor custodian shall be is appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable FundTrust, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, company of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000that required under the applicable provisions of the Investment Company Act of 1940 all securities, all property funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the a vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian Custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments Trust's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt Board of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating Trustees fails to appoint a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination of this Contract shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company act of 1940, doing business in BostonSan Francisco, Massachusetts, or New York, New YorkCalifornia, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments Trust's securities held in any Securities securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy Board of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof the Fund shall pay to State Street such compensation as may be due as of the date of such termination and shall likewise reimburse State Street for its costs, expenses and disbursements incurred prior to such termination in accordance with Section 6-B of Section II hereof and such reasonable costs, expenses and disbursements as may be incurred by State Street in connection with such termination. If a successor custodian shall be is appointed by the BoardTrustees in accordance with the By-Laws, the Custodian State Street shall, upon termination, deliver to such successor custodian at the offices office of the CustodianState Street, duly endorsed and in the form for transfer, all investments securities then held hereunder and all funds or other properties then of the Fund deposited with or held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be is appointed, the Custodian State Street shall, in like mannermanner at its office, upon receipt of a certifies copy of a vote resolution of the Board, certified by shareholders pursuant to the secretary or an assistant secretary of the applicable FundBy-Laws, deliver at the offices of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board shareholders shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, company doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, report of not less than $100,000,00025,000,000, all securities, funds and other properties held by State Street and all instruments held by it relative thereto and all other property held by the Custodian it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian State Street under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to , or of the Board Trustees to appoint a successor custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, fund and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. (a) If a successor custodian shall be appointed by the Boardpursuant to Section 12 hereof, the Custodian shall, upon termination, shall promptly deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, along with the funds and other properties held by the Custodian on behalf of the Fund under this Agreement, and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. . (b) If this Agreement shall terminate and/or no such successor custodian shall be appointedappointed as provided herein, the Custodian shall, in like manner, upon receipt of a certified copy of a vote the resolutions or consents of the Board, certified by the secretary or an assistant secretary of the applicable FundIndividual Managing Member, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolutions or consents. In the event that no written order designating a successor custodian or certified copy of a vote resolutions or consents of the Board Individual Managing Member shall have been delivered to the Custodian on or before the date when such the termination of this Agreement shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bankBank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, York of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds, and other properties (and all instruments relating thereto) held by the Custodian under this Agreement Agreement, and to transfer to an account of such successor custodian bank or trust company all of the Fund’s investments 's securities held in any Securities System; thereafter, such . Any bank or trust company shall selected to be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of shall enter into an agreement with the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain substantially identical in full force and effectsubstance hereto.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an 37 41 account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentsSecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to the procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, securities funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for or transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and-all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardTrustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds funds, and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, as amended, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties of and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then 31 held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the tot he duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its ita last published report, of not less than $100,000,000S25,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such Such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date 22 24 when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000200,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, and until a successor custodian shall be named by the Fund, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly fully endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, and shall transfer to an account of the successor custodian all funds and other properties of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds funds, and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereaftercontract. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds, and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds, and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.securities,

Successor Custodian. If a successor custodian shall The Custodian may resign at any time by giving not less than, sixty (60) days’ advance written notice thereof to the Sellers and the Agent. The Custodian may be appointed removed at any time with cause, and upon thirty (30) days written notice without cause, by the BoardAgent on behalf of the Purchasers; provided, that the Agent shall pay as soon as reasonably practical after demand therefor all costs and expenses incurred by the Custodian or the Sellers in connection with the removal of the Custodian by the Agent without cause. Upon request of the Sellers, so long as no Event of Default or Incipient Event of Default exists, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified removed by the secretary or an assistant secretary of Agent, provided that any removal by the applicable Fund, deliver at the offices of Sellers without cause shall be preceded by thirty (30) days’ written notice to the Custodian and transfer the Sellers shall pay immediately upon demand all costs and expenses incurred by any Purchaser, the Agent or the Custodian in connection therewith. Upon any such investmentsresignation or removal, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote Agent, at the direction of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effectiveRequired Group Agents, then the Custodian shall have the right to deliver appoint a successor Custodian. Any successor Custodian appointed by the Agent, provided that no Event of Default or Incipient Event of Default exists, shall be satisfactory to the Sellers at the time of appointment. In the case of a bank retirement or trust companyresignation, which is a "bank" as defined in if no successor Custodian shall have been so appointed by the 1940 ActAgent (and approved by the Sellers, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplusif applicable), and undivided profitsshall have accepted such appointment, as shown by within 60 days after the retiring Custodian’s giving of notice of resignation, then the retiring Custodian shall deliver all Loan Files in its last published report, possession to the Agent and the Custodian shall be discharged from its duties and obligations under this Agreement. After a notice of not less than $100,000,000, all property held retirement or resignation has been given by the Custodian and until a successor Custodian shall have been appointed, the Agent shall pay all reasonable fees and out of pocket expenses owed to the Custodian by the Servicer pursuant to any written agreement between the Custodian and the Servicer, provided, however, that the Sellers shall reimburse the Agent for all such payments. No such resignation or removal shall be effective until the earlier of (1) the date on which a successor Custodian shall have been appointed, and accepted such appointment, in accordance with this Section 4.4 or (2) the day upon which a period of 60 days has passed after notice of such resignation or removal. Upon the acceptance of any appointment of the Custodian hereunder by a successor Custodian, such successor Custodian shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Custodian, and the retiring Custodian shall be discharged from its duties and obligations under this Agreement and Agreement. The retiring or removed Custodian shall take all steps reasonably necessary to provide for an orderly transfer to an account of such successor custodian all of the FundLoan Files and all related documentation to the successor Custodian at the Servicer’s investments held expense (except in any Securities System; thereafterthe case of removal of the Custodian by the Agent without cause, such bank or trust company which shall be at the successor Agent’s expense). After any retiring Custodian’s resignation or removal hereunder as the Custodian, the provisions of the this Article IV shall inure to its benefit as to any actions taken or omitted to be taken by it while it was a Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Portfolios shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of each applicable Portfolio, and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation based on the rates agreed to by the parties in the then-current fee schedule for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of a Fund, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, cash and other properties financial assets of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian or such other location as shall mutually be agreed upon by the Custodian and the applicable Fund and transfer such investmentssecurities, funds and other properties in accordance with such voteinstruction. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangement shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds or other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the a Fund to procure the certified copy of the vote referred to or of the Board provide Proper Instructions to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If The Fund shall identify in any notice of termination of this Agreement a successor custodian or custodians to which the cash, securities and other assets of its Series shall be appointed by the Boarddelivered upon such termination. Upon such termination, the Custodian shall, upon termination, shall deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities held in a Securities System. If no such successor custodian shall be appointed, System and any cash held directly by the Custodian shall, in like manner, upon receipt of a copy of a vote for the account of the Board, certified by the secretary Fund or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such voteany Series. In the event that no written order notice designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000 all securities, all property funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties, and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If The Grantors may appoint a successor custodian Custodian upon no less than 60 days prior written notice to the Bank, which successor Custodian shall become the Custodian for all purposes of this Agreement upon establishing securities accounts which will become Designated Accounts, receiving all Collateral required to be deposited to such securities accounts and crediting such Collateral to such securities accounts; provided that (i) such successor Custodian shall be appointed by an institution qualified to maintain securities accounts for customers or depositors and to perform the Boardfunctions of a securities intermediary with respect to the Collateral, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the Custodian, duly endorsed recognized national standing as a securities intermediary and in the form for transfer, all investments and other properties then held by it hereundercustodian, and shall transfer to an account of the successor custodian all of the Fund’s investments held in have a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, capitalization of not less than $100,000,000500,000,000, (ii) such successor Custodian shall have its principal place of business in the United States, which principal place of business shall be located in, and the securities accounts shall be maintained in, a jurisdiction which has enacted the 1994 revisions to Article 8 and the 2000 revisions to Article 9 of the Uniform Commercial Code, (iii) such successor Custodian shall have the ability to, and shall have agreed to, provide electronic access to the Designated Accounts and/or valuation reports to the Bank and the Grantors when requested to do so, which may be as frequently as daily and (iv) such successor Custodian shall have entered into and provided a custodian acknowledgment in favor of the Bank and such other agreements and documentation which are reasonably required by the Bank, all property held by in form and substance reasonably satisfactory to the Custodian under this Agreement Bank; provided further that upon the occurrence and during the continuance of an Event of Default, the Bank shall have the absolute right at any time to transfer to an account of such appoint itself as successor custodian all of the Fund’s investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementCustodian. In the event that any property held pursuant the Bank appoints itself as successor Custodian as set forth above, (i) the Grantors shall cause the then current Custodian to this Agreement remains transfer all Collateral in the possession of the Custodian after the date of termination hereof owing Designated Accounts at such time to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period account(s) as the Custodian retains possession of such property, Bank shall direct and (ii) the provisions of this Agreement relating Grantors hereby acknowledge that the Collateral shall continue to be subject to the duties and obligations of the Custodian shall remain in full force and effectsecurity interest created hereby.

Successor Custodian. (a) If a successor custodian for the Trust or one or more of the Series shall be appointed by the BoardTrust's Board of Trustees, the Custodian Bank shall, upon termination, deliver to such successor custodian at the offices office of the CustodianBank all cash and other assets of the Trust then held by it hereunder and, in the case of securities, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Series then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Series held in a Securities System. The Bank shall take all reasonable steps to assist in the transfer of the cash, securities and other assets of the applicable Series to the successor custodian. (b) If no such successor custodian shall be appointed, the Custodian Bank shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trust's Board of the applicable FundTrustees, deliver at the offices office of the Custodian Bank and transfer such investmentscash, funds securities and other properties assets in accordance with such vote. . (c) In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian Bank on or before the date when such termination shall become effective, then the Custodian Bank shall have the right to deliver to a bank or trust company, company of its own selection (which is a "bank" as defined in the 1940 Act, doing Xxx) xxing business in BostonSeattle, MassachusettsWashington, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000the amounts required by the 1940 Act, all cash, securities and other assets held by the Bank on behalf of each applicable Series and all instruments held by the Bank relative thereto and all other property held by the Custodian it under this Agreement on behalf of each applicable Series and to transfer to an account of such successor custodian all the securities of the Fund’s investments each such Series held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian Bank under this Agreement. . (d) In the event that any property held pursuant to this Agreement remains cash, securities and other assets remain in the possession of the Custodian Bank after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or 118 38 of the Board of Trustees to appoint a successor custodian, the Custodian Bank shall be entitled to fair compensation for its services during such period as the Custodian Bank retains possession of such propertycash, securities and other assets and the provisions of this Agreement relating to the duties and obligations of the Custodian Bank shall remain in full force and effect.

Successor Custodian. If a successor custodian Custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian Custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian Custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian Custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian Custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian Custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodianCustodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Company, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable FundCompany, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000S25,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardTrustees of the Fund, the Custodian shall, upon termination, termination deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, Investment Company Act doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,0002,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating Designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof, the Fund shall pay to the Bank such compensation as may be due as of the date of such termination and shall likewise reimburse the Bank for its costs, expenses and disbursements incurred prior to such termination in accordance with Paragraph 6-A of Section II hereof and such reasonable costs, expenses and disbursements as may be incurred by the Bank in connection with such termination. If a successor custodian shall be is appointed by the BoardBoard of Directors of the Fund in accordance with its Articles of Incorporation or By-Laws, the Custodian shall, Bank shall upon termination, deliver to such successor custodian at the offices office of the CustodianBank, duly endorsed and in the form for transfer, all investments securities then held hereunder and all funds or other properties then of the Fund deposited with or held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board shareholders shall have been delivered to the Custodian Bank on or before the date when such termination shall become effective, then the Custodian Bank shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, company doing business in BostonOmaha, Massachusetts, or New York, New York, Nebraska of its own selection and selection, having an aggregate capital, surplus, and undivided undivided-profits, as shown by its last published report, report of not less than $100,000,00050,000,000, all securities, funds and other properties held by the Bank and all instruments held by it relative thereto and all other property held by the Custodian it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafterAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian Bank under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds, and other properties remain in the possession of the Custodian Bank after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Board of Directors to appoint a successor custodian, the Custodian Bank shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations of the Custodian Bank shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardCompany, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of the Company then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of the Company held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, Act doing business in Boston, Massachusetts, or New York, New York, the United States (including any state) of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of the Company and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments securities of the Company held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Company to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. 33 In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the tot he duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian Custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be Successor Xxxxxxxxx is appointed with respect to a Fund by the BoardBoard of Trustees of the Trust, the Custodian shall, upon termination, deliver to such successor custodian Successor Custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities then held hereunder and all funds or other properties then of such Fund deposited with or held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund’s investments held in a Securities System. If no such successor custodian shall be Successor Custodian is appointed, the Custodian shall, in like manner, at its office, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Shareholders of the applicable such Fund, deliver at the offices of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote of the Board shareholders of such Fund shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is company of its own selection qualified to act as a "bank" as defined in Custodian under the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00020,000,000, all property securities, funds, and other properties held by the Custodian on behalf of such Fund and all instruments held by it relative thereto and all other property held by it with respect to such Fund under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafter, Agreement. Thereafter such bank or trust company shall be the successor of the Custodian with respect to such Fund under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds, and other properties remain in the possession of the Custodian after the date of termination hereof owing to the failure of the Fund Trust to procure the certified copy referred to above, or to the failure of the vote referred to or of the Board Trustees to appoint a successor custodianSuccessor Custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and the provisions of this Agreement relating to the duties and obligations obligation of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for a Fund shall be appointed by the applicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of the Fund then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of such Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundProper Instructions, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of such Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement on behalf of such Fund, and to transfer to an account of such successor custodian all of the Fund’s investments securities of such Fund held in any Securities System; thereafterSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in BostonMilwaukee, Massachusetts, or New York, New YorkWisconsin, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,0002,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, or for one or more of the Portfolios shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities of each applicable Portfolio then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund’s investments securities of each such Portfolio held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable FundCertified Resolution, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, Massachusetts or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Trustees of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of or the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for one or more Accounts shall be appointed by the Boardappointed, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments securities, funds and other properties of each such Account then held by it hereunder, the Custodian or any sub-custodian or agent and shall transfer to an account of the successor custodian all of the Fund’s investments securities of each such Account held in a Depository or Securities System. Depository, provided that (a) the Custodian shall have no liability for shipping and insurance costs associated therewith, and (b) full payment shall have been made to the Custodian of its compensation, costs, expenses and other amounts to which it is entitled hereunder.. If no such successor custodian shall be appointed, the Custodian shallshall upon receipt of Proper Instructions, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, manner deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteinstructions. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effectivesecurities, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection funds and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund’s investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement. In the event that any property held pursuant to this Agreement remains other properties remain in the possession of the Custodian or any sub-custodian or agent after the date of termination hereof owing to a failure of the Fund to procure the certified copy of the vote referred to or of the Board Customer to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian Custodian, sub-custodian or agent retains possession of such propertysecurities, funds and other properties, and the provisions of this Agreement relating to the duties and obligations of the Custodian Custodian, sub-custodians and agents shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by action of the BoardDirectors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, ; duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account all funds and other properties of the successor custodian all of the Fund’s investments Fund deposited with or held in a Securities Systemby it hereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote action of the Board, certified by the secretary or an assistant secretary Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such voteaction. In the event that no written order designating a successor custodian or certified copy of a vote action of the Board Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank," as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote action referred to above or of the Board Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments 's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board, certified by the secretary or an assistant secretary Board of Directors of the applicable Fund, deliver at the offices office of the Custodian and transfer such investmentssecurities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 ActInvestment Company Act of 1940, doing business in Boston, Massachusetts, or New York, New York, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000125,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments 's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian shall be appointed by the BoardBoard of Trustees, the Custodian shall, upon termination, deliver to such successor custodian at the offices office of the Custodian, duly endorsed and in the form for transfer, all investments and other properties securities then held by it hereunder, hereunder and shall transfer to an account of the successor custodian all of the Fund’s investments Trust's securities held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt Board of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating Trustees fails to appoint a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination of this Contract shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New YorkInvestment Company Act of 1940, of its own selection and selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not a less than $100,000,00025,000,000, all property securities, funds and other properties held by the Custodian and all instruments held by the Custodian relative thereto and all other property held by it under this Agreement Contract and to transfer to an account of such successor custodian all of the Fund’s investments Trust's securities held in any Securities System; thereafter. Thereafter, such bank or trust company shall be the successor of the Custodian under this AgreementContract. In the event that any property held pursuant to this Agreement remains securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy Board of the vote referred to or of the Board Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such propertysecurities, funds and other properties and the provisions of this Agreement Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.