Foreign Sub-Custodians. (a) Subject to the provisions of this Section 4, the Foreign Custody Manager may place and maintain the Foreign Assets in the care of a Foreign Sub-Custodian in each country listed on Schedule A, as amended from time to time. In performing its delegated responsibilities as Foreign Custody Manager to place or maintain Foreign Assets with a Foreign Sub-Custodian, the Foreign Custody Manager shall determine that the Foreign Assets will be subject to reasonable care, based on the standards applicable to custodians in the country in which the Foreign Assets will be held by that Foreign Sub-Custodian, after considering all factors relevant to the safekeeping of such assets, including, without limitation the factors specified in Rule 17f-5(c)
(1) under the 0000 Xxx.
(b) The Foreign Custody Manager shall determine that the contract governing the foreign custody arrangements with each Foreign Sub-Custodian selected by the Foreign Custody Manager will satisfy the requirements of Rule 17f-5(c)(2).
(c) In each case in which the Foreign Custody Manager maintains Foreign Assets with a Foreign Sub-Custodian, the Foreign Custody Manager shall establish a system to monitor (i) the appropriateness of maintaining the Foreign Assets with such Foreign Sub-Custodian and (ii) the contract governing the custody arrangements established by the Foreign Custody Manager with the Foreign Sub-Custodian. In the event the Foreign Custody Manager determines that the custody arrangements with any Foreign Sub-Custodian it has selected are no longer appropriate, the Foreign Custody Manager shall notify the Board in accordance with Section 4.3
Foreign Sub-Custodians. The Custodian may employ as sub-custodian for each Fund’s Foreign Securities on behalf of the applicable Portfolio(s) the foreign banking institutions and foreign securities depositories designated in Schedules A and B hereto, but only in accordance with the applicable provisions of Section 4 hereof.
Foreign Sub-Custodians. Each contract or agreement pursuant to which the Custodian employs a Foreign Sub-custodian shall include provisions that provide: (i) for indemnification or insurance arrangements (or any combination of the foregoing) such that the Company will be adequately protected against the risk of loss of assets held in accordance with such contract; (ii) that the Company’s assets will not be subject to any right, charge, security interest, lien or claim of any kind in favor of the Foreign Sub-custodian or its creditors except a claim of payment for their safe custody or administration, in the case of cash deposits, liens or rights in favor of creditors of the Foreign Sub-custodian arising under bankruptcy, insolvency, or similar laws; (iii) that beneficial ownership for the Company’s assets will be freely transferable without the payment of money or value other than for safe custody or administration; (iv) that adequate records will be maintained identifying the assets as belonging to the Company or as being held by a third party for the benefit of the Company; (v) that the Company’s independent public accountants will be given access to those records or confirmation of the contents of those records; and (vi) that the Company will receive periodic reports with respect to the safekeeping of the Company’s assets, including notification of any transfer to or from a Company’s account or a third-party account containing assets held for the benefit of the Company. Such contract may contain, in lieu of any or all of the provisions specified above, such other provisions that the Custodian determines will provide, in their entirety, the same or a greater level of care and protection for the Company’s assets as the specified provisions, in their entirety.
Foreign Sub-Custodians. Except as may otherwise be agreed upon in writing, Assets of the Fund shall at all times be maintained in custody of an "Eligible Foreign Custodian" as defined in or exempt under the 1940 Act. With respect to holding Property with an Eligible Foreign Custodian, it is expressly understood and agreed that:
(i) Bank will endeavor, to the extent feasible, to hold securities in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for cancellation and/or payment and/or registration, or where such Securities are acquired;
(ii) Cash which is maintained in a foreign country will be in any currency which may be legally held in such country and may be held in non-interest bearing accounts;
(iii) Foreign Sub-custodians may hold Securities in central securities depositories or clearing agencies in which such participates;
(iv) Unless otherwise agreed to in writing by the parties hereto or otherwise required by local law or practice, Securities deposited with Eligible Foreign Custodians will be held in a commingled account in the name of Bank or its designee sub-custodian as custodian or trustee for its customers;
(v) Settlement of and payment for Securities received for, and delivered from the Account may be made in accordance with the customary or established securities trading or securities processing practices and procedures in the jurisdiction or market in which the transaction occurs, including without limitation, the delivery of Securities to a purchaser, broker, dealer or their prospective agents either against a receipt for future payment or without any payment (so-called "free delivery"); and
(vi) Customer is solely responsible for the payment of and the reclamation, where applicable, of taxes. Bank will, however, cooperate with Customers in connection with Customer's payment or reclamation of taxes and shall make the necessary filings in connection with obtaining tax exemptions and tax reclamations which are available to the Customer.
Foreign Sub-Custodians. With respect to Foreign Sub-Custodians, Custodian shall continuously monitor the eligibility of the Foreign Sub-Custodian and if, at any time, Custodian determines that any Foreign Sub-Custodian no longer satisfies the requirements of SEC Rule 17f-5(c)(2), Custodian shall promptly provide written notice to Client and will act upon Authorized Instructions.
Foreign Sub-Custodians. PFPC Trust may at any time and from time to time enter into arrangements with sub-custodians with respect to services regarding foreign assets maintained hereunder. Any such arrangement will be entered into only with prior notice to the applicable Fund or as otherwise provided in the 1940 Act (e.g., pursuant to Rule 17f-5). In addition, any sub-custodian may engage another entity to act as sub-sub-custodian for purposes of holding the assets maintained hereunder.
Foreign Sub-Custodians. The Custodian may not appoint or employ any Foreign Sub-custodians.
Foreign Sub-Custodians. PFPC Trust may at any time and from time to time enter into arrangements with sub-custodians with respect to services regarding foreign assets maintained hereunder. Any such arrangement will be entered into only with prior notice to the applicable Fund or as otherwise provided in the 1940 Act (e.g., pursuant to Rule 17f-5). In addition, any sub-custodian may engage another entity to act as sub-sub-custodian for purposes of holding the assets maintained hereunder. The sub-sub-custodians through which a Fund's foreign assets may be maintained are solely those set forth on Schedule D hereto (as the same may be amended as set forth in Section 17 of this Agreement). Each Fund agrees that it cannot maintain foreign assets through any sub-sub-custodian or in any jurisdiction other than as set forth in Schedule D hereto (as the same may be amended as set forth in Section 17 of this Agreement).
Foreign Sub-Custodians. Each contract or agreement pursuant to which the Custodian employs a Foreign Sub-custodian shall include provisions that provide: (i) for indemnification or insurance arrangements (or any combination of the foregoing) such that the Companies will be adequately protected against the risk of loss of assets held in accordance with such contract; (ii) that the Companies’ assets will not be subject to any right, charge, security interest, lien or claim of any kind in favor of the Foreign Sub-custodian or its creditors except a claim of payment for their safe custody or administration, in the case of cash deposits, liens or rights in favor of creditors of the Foreign Sub-custodian arising under bankruptcy, insolvency, or similar laws; (iii) that beneficial ownership for the Companies’ assets will be freely transferable without the payment of money or value other than for safe custody or administration; (iv) that adequate records will be maintained identifying the assets as belonging to the Companies or as being held by a third party for the benefit of the Companies; (v) that the Companies’ independent public accountants will be given access to those records or confirmation of the contents of those records; and (vi) that the Companies will receive periodic reports with respect to the safekeeping of the Companies’ assets, including notification of any transfer to or from a Company account or a third party account containing assets held for the benefit of any of the Companies. Such contract may contain, in lieu of any or all of the provisions specified above, such other provisions that the Custodian determines will provide, in their entirety, the same or a greater level of care and protection for assets of the Companies as the specified provisions, in their entirety.
Foreign Sub-Custodians. (a) In the event the Custodian places Assets pursuant to this Agreement and pursuant to approval by the Board of Directors of the Fund in accordance with Section 17(f) of the 1940 Act and Rule 17f-5 thereunder, with any foreign sub-custodian, the Custodian agrees that it shall place the Assets only with those foreign sub-custodians which either satisfy the requirements of "eligible foreign custodian" under Rule 17f-5, or with respect to which exemptive relief or a no-action determination has been granted by the U.S. Securities and Exchange Commission from the requirements of Section 17(f). The Custodian agrees further that in placing Assets with and in entering into sub-custodian agreements with such foreign sub-custodians, the sub-custodial agreement shall provide, either directly to the Fund or indirectly to the Fund through the Custodian, that: (i) the Fund will be adequately indemnified and the Assets so placed adequately insured in the event of loss, as provided in part (b) of this section, (ii) the Assets will not be subject to any right, charge security interest, lien or claim of any kind in favor of the foreign sub-custodian or its creditors except a claim for payment for their safe custody or administration, (iii) beneficial ownership of the Assets will be freely transferable without payment of money or value other than for safe custody or administration, (iv) adequate records will be maintained identifying the Assets as belonging to the Fund, (v) the Fund's independent public accountants will either be given access to those records or the confirmation of the contents of those records; and (vi) the Fund will receive periodic reports with respect to the safekeeping of the Assets, including but not necessarily limited to, notification of any transfer to or from the Fund's Account.
(b) With respect to any Assets to be placed with foreign sub-custodians pursuant to this section, the Custodian commits that it shall obtain Bankers Blanket Bond or similar insurance for losses incurred as a result of such sub-custodial arrangements. Within the normal course of business, the Custodian shall also seek to ensure that all such sub-custodians carry comparable Bankers Blanket Bond or similar insurance.
(c) The Fund authorizes the Custodian to release any and all information regarding Assets placed with foreign sub-custodians hereunder as may be required by court order of a court within the United States.
