Common use of UPA Services Clause in Contracts

UPA Services. Subject to the Funds’ payment of the fees for the UPA Services as defined herein set forth on Exhibit B attached hereto (the “UPA Service Fee”), Transfer Agent agrees to provide the UPA Services described on Exhibit A attached hereto (“UPA Services”). Transfer Agent agrees that the UPA Services will comply with all applicable federal laws, rules and regulations including, but not limited to Rule 17Ad-17 under the Securities Exchange Act of 1934, as amended (“Exchange Act”) and privacy laws, and will use its best efforts to ensure that the UPA Services will comply with all applicable state laws, rules and regulations, including but not limited to, state escheatment laws (as interpreted by the Transfer Agent using its best efforts), and privacy laws. Upon written consent of the Funds, Transfer Agent may subcontract all or a portion of the UPA Services to a third-party (“UPA Subcontractor”). Transfer Agent shall be fully responsible and liable to the Funds for the acts and omissions of the UPA Subcontractor as it is for its own acts, omissions, and representations in connection with the UPA Services. The Transfer Agent advises the Funds that as of the date of this Addendum the UPA Subcontractor is Venio LLC d/b/a Xxxxx. The Funds acknowledge that the Transfer Agent may receive agreed upon portions of the compensation paid by shareholders to the UPA Subcontractor in connection with the Additional Asset Searches set forth in Exhibit D attached hereto.

UPA Services. Subject to the Funds’ Fund’s payment of the fees for the UPA Services as defined herein set forth on Exhibit B attached hereto (the “UPA Service Fee”), Transfer Agent agrees to provide the UPA Services described on Exhibit A attached hereto (“UPA Services”). Transfer Agent agrees that the UPA Services will comply with all applicable federal laws, rules and regulations including, but not limited to Rule 17Ad-17 under the Securities Exchange Act of 1934, as amended (“Exchange Act”) and privacy laws, and will use its best efforts to ensure that the UPA Services will comply with all applicable state laws, rules and regulations, including but not limited to, state escheatment laws (as interpreted by the Transfer Agent using its best efforts), and privacy laws. Upon written consent of the FundsFund, Transfer Agent may subcontract all or a portion of the UPA Services to a third-party (“UPA Subcontractor”). Transfer Agent shall be fully responsible and liable to the Funds Fund for the acts and omissions of the UPA Subcontractor as it is for its own acts, omissions, and representations in connection with the UPA Services. The Transfer Agent advises the Funds Fund that as of the date of this Addendum the UPA Subcontractor is Venio LLC d/b/a Xxxxx. The Funds acknowledge Fund acknowledges that the Transfer Agent may receive agreed upon portions of the compensation paid by shareholders to the UPA Subcontractor in connection with the Additional Asset Searches set forth in Exhibit D attached hereto.