Common use of Termination or Assignment Clause in Contracts

Termination or Assignment. This Agreement may be terminated by the Funds, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds at 00 Xxxxxxxxxx Xxxxxx, Suite 2200, San Francisco, California 94104, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds to the particular Fund, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian for the particular Fund(s) to be held under terms similar to those of this Agreement, provided, however, that until full payment shall have been made by each Fund of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the Funds, authorized or approved by a resolution of its Boards of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Mutual Fund Services, LLC 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Xxxxxxxxxx XxxxxxTrust at: Ingenuity Capital Management LLC 00000 Xxxxxxx Xxxxx Xxx Xxxxx, Suite 2200, San Francisco, California 94104, XX 00000 as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundTrust, but may deliver them to a bank or trust company Trust companies of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Bank Milwaukee, XxxxxxxxxN.A. 615 East Michigan Street Milwaukee, WI 53202 or xx xxx Xxxxxxx xx: Xxxxxxxxx 00000Xxxxx, or to the Funds at 00 Xxxxxxxxxx XxxxxxXxx. 400 Skokie Boulevard, Suite 2200500 Northbrook, San Francisco, California 94104, as the case may beIL 60000-0000 Xxxx: Xxxxxxx Xxxxxxx xx xxx xxxx xxx xx. Upon Xpon any termination of this termixxxxxx xx xxxs Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds Trust at Suite 3260, 00 Xxxxxxxxxx XxxxxxXxxx Xxxxxx Xxxxx, Suite 2200Chicago, San Francisco, California 94104Illinois 60601, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Trust to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Trust to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Bank Milwaukee, N.A. 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Company at: Kirr, Xxxxxxx Partners Funds, Inc. 000 Xxxxxxxxxx XxxxxxXxxxxx Xxxxxxxx, Suite 2200, San Francisco, California 94104, Xxxxxxx 00000 Attn: Corporate Secretary as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by the Custodian, on ninety (90) days days’ notice, given in writing and sent by registered mail to the Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000_____________________________________________________________________________, or to the Funds Trust at 00 Xxxxxxxxxx 000 Xxxxxxx Xxxxxx, Suite 2200Xxx Xxxx, San Francisco, California 94104Xxx Xxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Trust to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Trust to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars twenty million dollars ($2,000,00020,000,000) as a Custodian custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been is made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have is been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by the Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards of TrusteesBoard.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by the Custodian, on ninety (90) days notice, given in writing and sent by registered mail to the Custodian at X.X. Xxx 0000P.O. Box 2054, XxxxxxxxxMilwxxxxx, Xxxxxxxxx 00000, or to the Funds xx xx xxx Xxxxxxx at 00 Xxxxxxxxxx Xxxxxx100 South Rockland Xxxx, Suite 2200Xxxxxxxx, San FranciscoXxxxxxxx 00000, California 94104, as the case may bexx xxx xxxx xxx xe. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Company to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Company to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act to act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by the Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Trust Company Attn.: Mutual Fund Services 615 East Michigan Street Milwaukxx, XxxxxxxxxXX 00000 xx xx xxx Xxxxxxx xx: Xxxxxxxal Preservation Portfolios, Xxxxxxxxx 00000Inc. 215 North Main Street West Bend, or to the Funds at 00 Xxxxxxxxxx Xxxxxx, Suite 2200, San Francisco, California 94104, as the case may beXX 00000 xx xxx xxxx xxx xx. Upon any termination Xxxx xxx xxxxxxxxxxn of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Mutual Fund Services, LLC 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Xxxxxxxxxx XxxxxxCompany at: Zacks Series Trust 000 Xxxxx Xxxxxx Xxxxx Chicago, Suite 2200, San Francisco, California 94104, IL 60606 as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsFund, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000Firstar Trust Company, 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds Fund at 00 Xxxxxxxxxx Xxxxxx, Suite 2200, San Francisco, California 94104______________________________________________________, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular Fund, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian for the particular Fund(s) Fund to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each the Fund of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsFund, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Bank Milwaukee, N.A. 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Xxxxxxxxxx Company at: Light Revolution Fund, Inc. 000 Xxxxx X Xxxxxx, Suite 2200, San Francisco, California 94104, Xxxxxxxxxx 00000 Attn: Corporate Secretary as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsFund, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds Fund at 00 Xxxxxxxxxx Xxxxxx0000 Xxxxxxx Xxx, Suite 2200Xxxxxxxxxx, San Francisco, California 94104Xxxxxxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular Fund, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian for the particular Fund(s) Fund to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each the Fund of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsFund, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, to: Firstar Trust Company Attn.: Mutual Fund Services 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Xxxxxxxxxx XxxxxxTrust at: Xxxxxx Xxxxx International, Ltd. One Financial Place, Suite 22003900 000 Xxxxx XxXxxxx Xxxxxx Xxxxxxx, San Francisco, California 94104, XX 00000 as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Bank, N. A. 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Company at: Xxxxxxxx Family of Funds at 00 Xxxxxxxxxx Xxxxxx000 X. Xxxxx Xx., Suite 2200Xxxxx 0000 Xxxxxxxxx, San Francisco, California 94104, XX 00000 ______________________ ______________________ as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company Company companies of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesCompany.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000_____________________, or to the Funds Company at 00 Xxxxxxxxxx XxxxxxXxxxx Xxxxxxxxx Xxxxx, Suite 2200Xxxxx 0000, San FranciscoXxxxxxx, California 94104Xxxxxxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities Securities and other property, Custodian shall not deliver cash, securities Securities or other property of any one of the Funds Fund to the particular Fund, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian custodian for the particular Fund(s) Fund to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each the Fund of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards of Trusteesthe Board.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000, to: Firstar Trust Company Attn.: Mutual Fund Services 000 Xxxx Xxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Xxxxxxxxxx Company at: Badgley Funds, Inc. 0000 Xxxxx Xxxxxx, Suite 2200Xxxxx 0000 Xxxxxxx, San Francisco, California 94104, XX 00000 Attn: Corporate Secretary as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Mutual Fund Services, XxxxxxxxxLLC 615 East Michigan Street Milwaukee, Xxxxxxxxx 00000, WI 53202 or to the Funds at 00 Company ax: Xxxx XxXxxx Xxxxxxxxxx XxxxxxXxxxxxx 0000 Sherry Lane, Suite 22001600 Dxxxxx, San Francisco, California 94104, XX 75225 as the case may be. Upon any termination Xxxx xxx xxxxxxxxxxx of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards Board of Trustees.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, the IBD or by the Custodian, on ninety (90) days days’ notice, given in writing and sent by registered mail to the IBD or Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000_____________________________________________________________________________, or to the Funds Trust at 00 Xxxxxxxxxx 000 Xxxxxxx Xxxxxx, Suite 2200Xxx Xxxx, San Francisco, California 94104Xxx Xxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Trust to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Trust to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars twenty million dollars ($2,000,00020,000,000) as a Custodian custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been is made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have is been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, . Custodian shall have a security interest in and shall have a right not be required to take any other action after termination of setoff against properties then held by Custodian for the account of any one this Agreement other than transferring cash, securities or other property of the FundsTrust to a successor/Custodian or as directed by the Trust as provided herein. This Agreement may not be assigned by the IBD or Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards of TrusteesBoard.

Termination or Assignment. This Agreement may be terminated by the Corporation, on behalf of the Funds, or by the Custodian, on ninety (90) days notice, given in writing and sent by registered mail to the Custodian at X.X. Xxx 0000P. O. Box 2054, XxxxxxxxxMilwaukee, Xxxxxxxxx 00000, or to the Funds at 00 Xxxxxxxxxx Xxxxxxxx xx xxx Xxxxxxxxxxx xx 000 Heritage Reserve, Suite 2200Menomonee Xxxxx, San FranciscoXxxxxxxxx 00000, California 94104, as the case may bexx xxx xxxx xxx xx. Upon any Xxxx xxx termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Corporation to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Corporation to the particular FundCorporation, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report that meets the requirements of not less than Two Million Dollars ($2,000,000) the Investment Company Act as a Custodian for the particular Fund(s) Corporation to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Corporation of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by the Custodian without the consent of the FundsCorporation, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the Corporation, on behalf of the Funds, or by the Custodian, on ninety (90) days notice, given in writing and sent by registered mail to the Custodian at X.X. Xxx P. O. Box 0000, Xxxxxxxxx, Xxxxxxxxx 00000, or xx to the Funds Corporation at 00 Xxxxxxxxxx Xxxxxx100 Xxxxxxxx Xxxxxxx, Suite 2200Xxxxxxxxx Xxxxx, San FranciscoXxxxxxxxx 00000, California 94104, as xx the case may be. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Corporation to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Corporation to the particular FundCorporation, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report that meets the requirements of not less than Two Million Dollars ($2,000,000) the Investment Company Act as a Custodian for the particular Fund(s) Corporation to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Corporation of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by the Custodian without the consent of the FundsCorporation, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsCompany, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000to: Firstar Bank Milwaukee, N.A. 000 Xxxx Xxxxxxxxx Xxxxxx Xxxxxxxxx, Xxxxxxxxx 00000, XX 00000 or to the Funds at 00 Company at: Bearguard Funds, Inc. 000 Xxxxxxxxxx Xxxxxx, Suite 2200Xxxxx 00 Xxx Xxxxx, San Francisco, California 94104, XX 00000 Attn: Corporate Secretary as the case may be. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular FundCompany, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report selection that meets the requirements of not less than Two Million Dollars ($2,000,000) the 1940 Act as a Custodian for the particular Fund(s) Company to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Company of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsCompany, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsFund, or by Custodian, on ninety (90) days notice, given in writing and sent by registered mail to Custodian at X.X. Xxx 0000Firstar Bank Milwaukee, NA, 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds Fund at 00 Xxxxxxxxxx Battery Park Funds, Inc. 0 Xxxxx Xxxxxxxxx Xxxxxx, Suite 2200Xxxx. X, San FranciscoXxx Xxxx, California 94104XX 00000-0000, as the case may be. It is understood and agreed to by the parties that a notice to terminate one of the servicing contracts constitutes notice of termination for all servicing contracts that exist between the parties. Upon any termination of this Agreement, pending appointment of a successor to Custodian or a vote of the shareholders of the Funds Fund to dissolve or to function without a custodian of its cash, securities and other property, Custodian shall not deliver cash, securities or other property of any one of the Funds Fund to the particular Fund, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars ($2,000,000) as a Custodian for the particular Fund(s) Fund to be held under terms similar to those of this Agreement, provided, however, that Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each the Fund of all liabilities constituting a charge on or against the properties then held by Custodian or on or against Custodian, and until full payment shall have been made to Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by Custodian without the consent of the FundsFund, authorized or approved by a resolution of its Boards Board of TrusteesDirectors.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, the IBD or by the Custodian, on ninety (90) days days’ notice, given in writing and sent by registered mail to the IBD or Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000, or to the Funds Trust at 00 Xxxxxxxxxx Xxxxxx200 Xxxxxxxx Xxxxx, Suite 2200Xxxxx 000, San FranciscoXxxxxxxxxx, California 94104Xxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Trust to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Trust to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars twenty million dollars ($2,000,00020,000,000) as a Custodian custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been is made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have is been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, . Custodian shall have a security interest in and shall have a right not be required to take any other action after termination of setoff against properties then held by Custodian for the account of any one this Agreement other than transferring cash, securities or other property of the FundsTrust to a successor/Custodian or as directed by the Trust as provided herein. This Agreement may not be assigned by the IBD or Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards of TrusteesBoard.

Termination or Assignment. This Agreement may be terminated by the FundsTrust, or by the Custodian, on ninety (90) days days' notice, given in writing and sent by registered mail to the Custodian at X.X. Xxx 0000, Xxxxxxxxx, Xxxxxxxxx 00000_________________, or to the Funds Trust at 00 Xxxxxxxxxx 000 Xxxx Xxxxxx, Suite 2200Xxx Xxxx, San Francisco, California 94104Xxx Xxxx 00000, as the case may be. Upon any termination of this Agreement, pending appointment of a successor to the Custodian or a vote of the shareholders of the Funds Trust to dissolve or to function without a custodian of its cash, securities and other property, the Custodian shall not deliver cash, securities or other property of any one of the Funds Trust to the particular FundTrust, but may deliver them to a bank or trust company of its own selection, having an aggregate capital, surplus and undivided profits, as shown by its last published report of not less than Two Million Dollars [two million dollars ($2,000,000) as 2,000,000)]as a Custodian custodian for the particular Fund(s) Trust to be held under terms similar to those of this Agreement, provided, however, that the Custodian shall not be required to make any such delivery or payment until full payment shall have been made by each Fund the Trust of all liabilities constituting a charge on or against the properties then held by the Custodian or on or against the Custodian, and until full payment shall have been made to the Custodian of all its fees, compensation, costs and expenses, subject to the provisions of Section 10 of this Agreement, Custodian shall have a security interest in and shall have a right of setoff against properties then held by Custodian for the account of any one of the Funds. This Agreement may not be assigned by the Custodian without the consent of the FundsTrust, authorized or approved by a resolution of its Boards of TrusteesBoard.