Common use of OVERDRAFTS OR INDEBTEDNESS Clause in Contracts

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light day"light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ ' advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Trust’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund the Trust borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund Trust shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund Trust on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the FundTrust’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund Trust shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. 5.1 If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to any property including any investment property or any financial asset specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesFund, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Fund payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that to the extent of such overdraft or indebtedness, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Fund or in which the Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesFund, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a particular Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft or indebtedness and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by Custodian for the benefit of such Series as shall or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian's behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on Custodian’s 's books; provided, however, that . Custodian shall provide promptly advise the Fund with two (2) business days’ advance notice before effecting any whenever such chargeFund has an overdraft or indebtedness bearing interest as provided in this Article, during which time the Fund shall be entitled or whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 '40 Act and the Fund’s prospectus's then-current prospectus and statement of additional information. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to CustodianCustodian for the Account of the Series for which such Securities were last use as collateral, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any a Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account for the account of such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral InstructionsInstructions issued pursuant to Article IV, or if which results in an overdraft arises in the separate Account of a account for such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund a Series is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this ArticleArticle XIII), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed (based on a 360-day year for the actual number of days involved) equal to the Federal Funds Rate plus l/2%, such rate to be adjusted on the effective date of any change in such Federal Funds Rate but in no event to be less than 6% per annum, except that any overdraft resulting from an error by the Custodian shall bear no interest. Any such Fund and overdraft or indebtedness shall be reduced by an amount equal to the total of all amounts due such Series which have not been collected by the Custodian from time to time, or, in on behalf of such Series when due because of the absence failure of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to timemake timely demand or presentment for payment. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall or in which such Series may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions purposes of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 1 of Article VIII of this AgreementXIII, "overdraft" shall mean a negative Available Balance. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effec- tive date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrow- ing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowingborrow- ing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral col- lateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York Mellon under the Trust’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund the Trust borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund Trust shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund Trust on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the FundTrust’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund Trust shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a particular Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft or indebtedness and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by Custodian for the benefit of such Series as shall or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that . Custodian shall provide promptly advise the Fund with two (2) business days’ advance notice before effecting any whenever such chargeFund has an overdraft or indebtedness bearing interest as provided in this Article, during which time the Fund shall be entitled or whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectusthen-current prospectus and statement of additional information. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to CustodianCustodian for the Account of the Series for which such Securities were last use as collateral, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus ?%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should Wachovia in its sole discretion advance advances -------------------------- funds on behalf of in any Series which results currency hereunder or if there shall arise for whatever reason an overdraft in an overdraft Account (including, without limitation, any day-light overdraftoverdrafts incurred in connection with the settlement of securities transactions, funds transfers or foreign exchange transactions) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Customer is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral Wachovia pursuant to this Agreement, Customer agrees to repay Wachovia on demand the amount of the advance, overdraft or indebtedness plus accrued interest at a separate agreement rate agreed to between Customer and subject Wachovia, or in the absence of such an agreement, the rate that Wachovia ordinarily charges to its institutional custody customers in the provisions of Section 2 of this Article), Custodian relevant currency. Wachovia shall promptly notify the appropriate Fund Customer of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed To secure repayment of Customer's obligations to be Wachovia hereunder, Customer hereby pledges and grants to Wachovia a loan made by Custodian to the Fund for such Series payable on demand lien and shall bear security interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interestin, and security entitlement in and to such Securities right of such Series set off against the securities account of the relevant Fund as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, of such SeriesFund, together with accrued interest, such lienas security for any and all amounts which are now owing to Wachovia with respect to that Fund under any provision of this Agreement, whether or not matured or contingent. Such lien and security interest and security entitlement to shall be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; providedIn this regard, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund Wachovia shall be entitled to determine all the priority order rights and remedies of a pledgee and secured creditor under applicable laws, rules or regulations then in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementeffect. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any a Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account for the account of such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral InstructionsInstructions issued pursuant to Article IV, or if which results in an overdraft arises in the separate Account of a account for such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund a Series is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this ArticleArticle XIII), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed (based on a 360-day year for the actual number of days involved) equal to the Federal Funds Rate plus l/2%, such rate to be adjusted on the effective date of any change in such Federal Funds Rate but in no event to be less than 6% per annum, except that any overdraft resulting from an error by the Custodian shall bear no interest. Any such Fund and overdraft or indebtedness shall be reduced by an amount equal to the total of all amounts due such Series which have not been collected by the Custodian from time to time, or, in on behalf of such Series when due because of the absence failure of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to timemake timely demand or presentment for payment. In addition, to the fullest extent permitted by law, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall or in which such Series may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time, to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions purposes of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 1 of Article VIII of this AgreementXIII, "overdraft" shall mean a negative Available Balance. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesFund, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Fund payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that to the extent of such overdraft or indebtedness, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Fund or in which the Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.this

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Portfolio which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Portfolio shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesPortfolio, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Portfolio for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Portfolio payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Portfolio or in which the Portfolio may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Portfolio's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during Portfolio to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instruction specifying with respect to each such borrowing: (a) the Series Portfolio to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Portfolio, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund Portfolio on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s Portfolio's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesPortfolio, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1If there shall arise for whatever reason (other than as a result of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s custody business, the Borrower shall reimburse the Custodian on written demand the amount of the overdraft. If The Custodian should shall not make any loans or otherwise extend any credit to the Borrower, except that the Custodian may, in its sole discretion accordance with the requirements of the Loan Documents, advance funds to the Borrower to purchase, or to make payment on behalf or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit in the Custodial Account in order to reimburse the Custodian for the amount of any Series such advance by the end of the Business Day on which results in an such advance is made. To the extent that the funds advanced (or the overdraft (includingprovided) by the Custodian are not reimbursed to the Custodian by the end of such Business Day, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient Borrower agrees to pay to the total Custodian forthwith on demand such unreimbursed amount payable upon a purchase in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of Securities specifically allocated payment to such Seriesthe Custodian, as at the rate set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement interest in and to such Securities right of setoff against the Account Property in the Custodial Account in the amount of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, overdraft or advances to, such Series, unreimbursed advance (together with accrued and unpaid interest, if any, thereon as specified above) until such lien, security interest and security entitlement to be effective only so long time as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes the Custodian to charge any is repaid the amount of such overdraft or indebtedness advance (together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, accrued and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and dateunpaid interest, if knownany, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered thereon as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificateabove).

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that . Custodian shall provide promptly notify the Fund with two (2) business days’ advance notice before effecting any when such charge, during which time the Fund shall be entitled to determine the priority order has an overdraft or indebtedness bearing interest as provided in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply (1) or whenever Custodian intends to charge such overdraft or indebtedness to the balance of any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementFund Account. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Master Portfolio which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Master Portfolio shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesMaster Portfolio, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Master Portfolio for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Master Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under Master Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Master Trust for such Series Master Portfolio payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Master Trust hereby agrees that to the extent of such overdraft or indebtedness, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Master Portfolio or in which the Master Portfolio may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts ofany third party acting on Custodian's behalf. Master Trust authorizes Custodian, or advances toin its sole discretion, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Master Portfolio's credit on Custodian’s 's books; provided. In addition, howeverMaster Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business Master Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during Master Portfolio to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) Master Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to Master Trust against delivery of a stated amount of collateral. Master Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: such (a) the Series Master Portfolio to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Master Portfolio, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund Master Portfolio on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s Master Portfolio's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Master Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Master Trust fails to specify in a Certificate Written Instructions the SeriesMaster Portfolio, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series The Bank of New York under the Fund's Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and enforceable lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Series may have an interest which is then in the Custodian's possession or control or in possession or control of any third party acting in the Custodian's behalf, having at the time such overdraft or indebtedness is incurred a fair market value equal to the aggregate amount 150% of all overdrafts of, such overdraft or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingindebtedness. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series the Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account for such Series the account of the Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral InstructionsInstructions issued pursuant to Article IV, or if which results in an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series the Custodian, (except a borrowing for investment or for temporary or emergency purposes purpose using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this ArticleArticle VII), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a the rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over the prime commercial lending rate of Founders Bank of Arizona in effect from time to time, or, such rate to be adjusted on the effective date of any change in such prime commercial lending rate but in no event to be less than 6% per annum. Any such overdraft or indebtedness shall be reduced by an amount equal to the absence total of an agreement, at all amounts due the rate ordinarily charged Fund which have not been collected by the Custodian on behalf of the Fund when due because of the failure of the Custodian to its institutional customers, as such rate may be adjusted from time to timetimely make demand or presentment for payment. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall the Fund or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ the Fund's credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking on the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (cb) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (dc) the time and date, if known, on which the loan is to be entered into, (d) the date on which the loan becomes due and payable, (e) the total amount payable to the Fund on the borrowing date, (f) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of or any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the a Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the applicable Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the each Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Each Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Unless otherwise specified or required in a securities account control or similar agreement between the Custodian, the Fund and a secured party (in which case the Custodian shall follow the procedures set forth in such agreement), the Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The applicable Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, such over drafts and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Master Portfolio which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Master Portfolio shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesMaster Portfolio, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Master Portfolio for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Master Portfolio payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Master Portfolio or in which the Master Portfolio may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Master Portfolio's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during Master Portfolio to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: (a) the Series Master Portfolio to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Master Portfolio, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund Master Portfolio on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s Master Portfolio's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesMaster Portfolio, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesFund, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Fund payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule IV to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Fund or in which the Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instruction specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securitiessecurities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesFund, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to any property including any investment property or any financial asset specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that . Custodian shall provide endeavor to advise the Fund with two (2) business days’ advance notice before effecting any whenever such charge, during which time Fund has an overdraft or indebtedness bearing interest as provided in this Article. Custodian shall advise the Fund shall be entitled whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to CustodianCustodian for the Account of the Series for which such securities were last used as collateral, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event; however, Custodian shall endeavor to notify the Fund that of the Securities were not delivered, and relevant omission to the information that the Fund failed to specify in the Certificateextent reasonably practicable.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series the Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series the Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Seriesthe Fund, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series the Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall Fund at any time held by Custodian for the benefit of such Fund or in which such Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund’s credit on Custodian’s books; provided, however, that . Custodian shall provide endeavor to advise the Fund with two (2) business days’ advance notice before effecting any whenever such charge, during which time Fund has an overdraft or indebtedness bearing interest as provided in this Article. Custodian shall advise the Fund shall be entitled whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to CustodianCustodian for the Account of the Fund for which such securities were last used as collateral, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the SeriesFund, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event; however, Custodian shall endeavor to notify the Fund that of the Securities were not delivered, and relevant omission to the information that the Fund failed to specify in the Certificateextent reasonably practicable.

OVERDRAFTS OR INDEBTEDNESS. 15.1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, customers as such rate may be adjusted from time to time-to-time, provided such advance did not arise out of Custodian’s own negligence or willful misconduct. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall have a fair market value equal to at any time held by Custodian for the aggregate amount benefit of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, control or accrued interest thereon remains outstandingin possession or control of any third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 25.2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trusts is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Trusts’ Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trusts for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund Trusts hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund Trusts authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund either Trust borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund Trust shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund Trust on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the FundTrust’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund Trusts shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trusts fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient insuffi- cient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Ser- ies, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, provided that on a regular basis Custodian shall provide notifies the Fund with two (2) business days’ advance notice before effecting any of all such charge, during which time the Fund shall be entitled to determine the priority order overdrafts or indebtedness in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementits account. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effec- tive date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to any property including any investment property or any financial asset specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrow- ing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowingborrow- ing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral col- lateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Portfolio which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Portfolio shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesPortfolio, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Portfolio for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Master Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under Master Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Master Trust for such Series Portfolio payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Master Trust hereby agrees that to the extent of such overdraft or indebtedness, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Portfolio or in which the Portfolio may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts ofany third party acting on Custodian's behalf. Master Trust authorizes Custodian, or advances toin its sole discretion, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Portfolio's credit on Custodian’s 's books; provided. In addition, howeverMaster Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business Master Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during Portfolio to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) Master Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to Master Trust against delivery of a stated amount of collateral. Master Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: (a) the Series Portfolio to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Portfolio, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund Portfolio on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s Portfolio's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Master Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Master Trust fails to specify in a Certificate Written Instructions the SeriesPortfolio, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all Schedule II-13 rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or .or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account account, standing to such Series’ ' credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant pur- suant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesFund, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Fund payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Fund or in which the Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instruction specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securitiessecurities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesFund, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by (based on a 360-day year for the actual number of days involved) equal to the Federal Funds Rate plus 1/2%, such rate to be adjusted on the effective date of any change in such Federal Funds Rate but in no event to be less than 6% per annum. In addition, unless the Fund has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the Custodian shall have a continuing lien and security interest in the aggregate amount of such overdrafts and indebtedness as may from time to time, ortime exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or in which the Fund may have an interest which is then in the Custodian's possession or control or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes the Custodian, in the absence of an agreementits sole discretion, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from any time to timecharge any such overdraft or indebtedness, together with interest due thereon, against any money balance in an account standing in the name of such Series' credit on the Custodian's books. In addition, the Fund hereby agrees covenants that Custodian on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall prior to 9 a.m., New York City time, advise the maximum extent permitted by law have a continuing lienCustodian, security interestin writing, of each such borrowing, shall specify the Series to which the same relates, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts ofnot incur any indebtedness, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes or for any purpose described in its then current prospectus, using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes or for any purpose described in its then current prospectus, and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Fund which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Fund shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesFund, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Fund for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Company is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Company's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Company for such Series Fund payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule IV to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Company hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Fund or in which the Fund may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Company authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Fund's credit on Custodian’s 's books; provided. In addition, howeverthe Company hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Company had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Company will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Company against delivery of a stated amount of collateral. The Company shall promptly deliver to Custodian a Certificate Written Instruction specifying with respect to each such borrowing: (a) the Series Fund to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securitiessecurities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s 's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Company shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Company fails to specify in a Certificate Written Instructions the SeriesFund, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because (i) the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or (ii) if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currencycurrency ((i) and (ii) together an “Overdraft”), or if upon the direction of the Fund, the Fund is for any other reason becomes indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York Mellon under the Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article) (the “Indebtedness”), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance Overdraft or overdraft must be paid. Such overdraft or indebtedness Indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series at any time held by Custodian for the benefit of such Series or in which such Series may have an interest which is then in Custodian’s possession or control or in possession or control of any third party acting in Custodian’s behalf. The Custodian hereby subordinates any such continuing lien, security interest, security entitlement or other encumbrance in and to any investment property, Securities, financial asset or other property of the Series or Fund held by the Custodian (whether obtained by operation of law or contract), to the lien of any bank or other lending or financing institution of whatever nature (“Lender”) from which the Fund or Series borrows money for investment (including through a derivative contract) or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, provided however that when assets in excess of the amount of collateral required to be pledged by the Funds to any Lender (“Excess Assets”) are held in the Account(s), the Custodian shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, priority security interest and security entitlement right of setoff in such Excess Assets to be effective only so long as secure any Overdraft or Indebtedness, provided that Custodian notifies the Lender and the Funds in writing prior to exercising any of its rights against such advance, overdraft, or accrued interest thereon remains outstandingExcess Assets. The Provided further that the Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon Overdraft against any balance of account standing to such Series’ credit on Custodian’s books; provided, howeverand acknowledges and agrees that with respect to advance of funds made by Custodian to purchase, that or to make payment on or against delivery of Securities hereunder, Custodian shall provide have a continuing security interest in and right of setoff against such Securities and the Fund with two proceeds thereof, until such time as Custodian is repaid the amount of such advance (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement“Purchase Money Security Interest”). 2. If a the Fund borrows money from any bank Lender (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bankLender, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan and its collateralization is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate (i) the specified collateral against payment by the lending bank Lender of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate, and (ii) a subordination agreement, if requested by the Lender, subject to acknowledgement of any Purchase Money Security Interest. Custodian may, at the option of the lending bankLender, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank Lender by virtue of any promissory note or loan agreementagreement and notwithstanding Custodian’s possession of the collateral, such rights of the Lender in the collateral shall have priority over the rights of the Custodians therein, subject to Section 1 of this Article. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; , (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instruc tions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant pur suant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by (based on a 360-day year for the actual number of days involved) equal to the Federal Funds Rate plus 1/2%, such rate to be adjusted on the effective date of any change in such Federal Funds Rate but in no event to be less than 6% per annum. In addition, unless the Fund has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the Custodian shall have a continuing lien and security interest in the aggregate amount of such overdrafts and indebtedness as may from time to time, ortime exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or in which the Fund may have an interest which is then in the Custodian's possession or control or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes the Custodian, in the absence of an agreementits sole discretion, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from any time to timecharge any such overdraft or indebtedness, together with interest due thereon, against any money balance in an account standing in the name of such Series' credit on the Custodian's books. In addition, the Fund hereby agrees covenants that Custodian on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business the Fund had out standing a Reverse Repurchase Agreement or such a borrowing, it shall prior to 9 a.m., New York City time, advise the maximum extent permitted by law have a continuing lienCustodian, security interestin writing, of each such borrowing, shall specify the Series to which the same relates, and security entitlement in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all overdrafts ofnot incur any indebtedness, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes or for any purpose described in its then current prospectus, using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes or for any purpose described in its then current prospectus, and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund the Trust borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund Trust shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund Trust on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the FundTrust’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund Trust shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian Securities and shall promptly notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificateof such action.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a particular Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft or indebtedness and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by Custodian for the benefit of such Series as shall or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian's behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on Custodian’s 's books; provided, however, that . Custodian shall provide promptly advise the Fund with two (2) business days’ advance notice before effecting any whenever such chargeFund has an overdraft or indebtedness bearing interest as provided in this Article, during which time the Fund shall be entitled or whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.and

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.pur-

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should Custodian, in its sole discretion advance funds discretion, advances cash on behalf of any Series the Principal which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series the account of the Principal shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions proper instructions or Oral Instructions, or if which results in an overdraft arises in the separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Principal is for any other reason indebted to Custodian with respect (including any amount owed by Principal to a Series (Custodian pursuant to Section 14, above, and except a borrowing for investment or other borrowings for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Articleagreement), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series Principal payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 2% over the prime rate in effect from time to timetime as announced by THE WALL STREET JOURNAL under the section titled MONEY RATES, oror any successor title, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time to timeon the effective date of any change in such prime rate. In addition, the Fund Principal hereby grants to and agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall the Principal or in which the Principal may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control, of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Principal authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ the Principal's credit on the Custodian’s 's books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series The Bank of New York under the Fund's Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and enforceable lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Series may have a fair market value equal to an interest which is then in the aggregate amount of all overdrafts of, Custodian's possession or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingcontrol or 2. The Fund authorizes Custodian to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are will cause to be used delivered to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.from

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrow- ing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowingborrow- ing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral col- lateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account of a particular Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such as the Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted agree upon from time to time. In addition, the Fund hereby agrees that to the extent of the overdraft or indebtedness and interest thereon, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by Custodian for the benefit of such Series as shall or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian's behalf. The Fund authorizes Custodian Custodian, in its sole discretion at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on Custodian’s 's books; provided, however, that . Custodian shall provide promptly advise the Fund with two (2) business days’ advance notice before effecting any whenever such chargeFund has an overdraft or indebtedness bearing interest as provided in this Article, during which time the Fund shall be entitled or whenever Custodian intends to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementrealize upon its lien or security interest. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 '40 Act and the Fund’s prospectus's then-current prospectus and statement of additional information. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, for the Account of the Series for which such Securities were last as collateral, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, provided that on a regular basis Custodian shall provide notifies the Fund with two (2) business days’ advance notice before effecting any of all such charge, during which time the Fund shall be entitled to determine the priority order overdrafts or indebtedness in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementits accounts. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds Trusts on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article)Series, Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund Trust for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360 day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund Trust hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to any property including any investment property or any financial asset specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Trust may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund Trust authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 9 a.m., New York City time, advise the Fund with two (2) business days’ advance notice before effecting any Custodian, in writing, of each such chargeborrowing, during shall specify the Series to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a Fund borrows money from The Trust will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by any such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Trust, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund Trust on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s Trust's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund Trust shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If (a) Custodian should in its sole discretion shall advance funds on behalf of under this Agreement with respect to any Series Portfolio which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by Custodian in an Account the separate account for such Series Portfolio shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to securities by such SeriesPortfolio, as set forth in a Certificate, Instructions an Officer's Certificate or Oral or Written Instructions, or if which results in an overdraft arises in the separate Account account of a Series such Portfolio for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect Custodian, including any indebtedness to a Series The Bank of New York under the Trust's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this ArticleParagraph 25(b) hereof), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series Portfolio payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to time, or, the overdraft rate specified in the absence of an agreement, at the rate ordinarily charged by Custodian Schedule III to its institutional customers, as such rate may be adjusted from time to timethis Agreement. In addition, the Fund Trust hereby agrees that to the extent of such overdraft or indebtedness, Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, entitlement and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall Portfolio or in which the Portfolio may have a fair market value equal to the aggregate amount an interest which is then in Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting on Custodian's behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ Portfolio's credit on Custodian’s 's books; provided. In addition, howeverthe Trust hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, that Custodian or which next succeeds a Business Day on which at the close of business the Trust had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall provide prior to 1:00 p.m., New York City time, advise Custodian, in writing, of each such borrowing, shall specify the Fund with two (2) business days’ advance notice before effecting any such charge, during Portfolio to which time the Fund shall be entitled to determine the priority order in which Securities, cashsame relates, and shall not incur any indebtedness not so specified other assets are than from Custodian. (b) The Trust will cause to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed delivered to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities securities held by Custodian hereunder as collateral for such borrowings, a notice or undertaking in the Fund form currently employed by such bank setting forth the amount which such bank will loan to the Trust against delivery of a stated amount of collateral. The Trust shall promptly deliver to Custodian a Certificate Written Instructions specifying with respect to each such borrowing: (a) the Series Portfolio to which such borrowing relates; (b) the name of the bank, ; (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Portfolio, or other loan agreement; (d) the time and date, if known, on which the loan is to be entered into, ; (e) the date on which the loan becomes due and payable; (f) the total amount payable to the Fund Portfolio on the borrowing date, ; (fg) the Securities market value of securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, securities and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s Portfolio's prospectus. Custodian shall deliver on the borrowing date specified in a Certificate Written Instructions the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificatesuch Written Instructions. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities securities as additional collateral as may be specified in a Certificate Written Instructions to collateralize further any transaction described in this SectionParagraph 25(b). The Fund Trust shall cause all Securities securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate Written Instructions the SeriesPortfolio, the name of the issuer, the title and number of shares or the principal amount of any particular Securities securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificatesecurities.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the a Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York Mellon under a Fund’s Cash Management and Related Services Agreement (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the applicable Fund for such Series payable on demand and shall bear interest at a rate to be mutually agreed upon in writing by the parties. In the absence of such an agreement, such overdraft or indebtedness shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the each Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Each Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the applicable Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the applicable Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act (if applicable) and the applicable Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Each Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the a Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series to make a payment permitted by this Agreement upon receipt of Instructions or other proper authorization which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under any cash management of similar agreement between the Fund and Custodian (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some any other reason, including, without limitation, because of redemption activity, and any extension of credit related thereto or any overdrafts arising in connection therewith, including through any clearing or operating accounts, or a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to Custodian or its affiliates with respect to a Series Series, including any indebtedness to The Bank of New York Mellon under the Treasury Services Terms and Conditions, or Agreement for Shareholder Draft Processing Service applicable to the Fund (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series at any time held by Custodian for the benefit of such Series or in which such Series may have an interest which is then in Custodian’s possession or control or in possession or control of any third party acting in Custodian’s behalf, as shall have a fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Seriesthe Fund, together with any other indebtedness as contemplated herein or accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, indebtedness or accrued interest thereon remains outstanding. The Fund authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that . Custodian shall provide as promptly as practicable under the circumstances notify the Fund with two (2) business days’ advance notice before effecting any when such charge, during which time the Fund shall be entitled to determine the priority order has an overdraft or indebtedness bearing interest as provided in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply (1) or whenever Custodian intends to charge such overdraft or indebtedness to the balance of any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementFund Account. 2. If a the Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any a Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account for the account of such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral InstructionsInstructions issued pursuant to Article IV, or if which results in an overdraft arises in the separate Account of a account for such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund a Series is for any other reason indebted to the Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this ArticleArticle XIII), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed (based on a 360-day year for the actual number of days involved) equal to the Federal Funds Rate plus l/2%, such rate to be adjusted on the effective date of any change in such Federal Funds Rate but in no event to be less than 6% per annum, except that any overdraft resulting from an error by the Custodian shall bear no interest. Any such Fund and overdraft or indebtedness shall be reduced by an amount equal to the total of all amounts due such Series which have not been collected by the Custodian from time to time, or, in on behalf of such Series when due because of the absence failure of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to timemake timely demand or presentment for payment. In addition, to the fullest extent permitted by law, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to such Securities any property at any time held by it for the benefit of such Series as shall or in which such Series may have a fair market value equal to an interest which is then in the aggregate amount Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian’s behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time, to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on the Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions purposes of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 1 of Article VIII of this AgreementXIII, “overdraft” shall mean a negative Available Balance. 2. If a Fund borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 Act and the Fund’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash money held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the separate Account account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund Trust is for any other reason indebted to Custodian with respect to a Series Series, including any indebtedness to The Bank of New York Mellon (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by Custodian to the Fund Trust for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund Trust hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in and to such Securities any property, including, without limitation, any investment property or any financial asset, of such Series as shall at any time held by Custodian for the benefit of such Series or in which such Series may have a fair market value equal to the aggregate amount an interest which is then in Custodian’s possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in Custodian’s behalf. The Fund Trust authorizes Custodian Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and other assets are to be used to set off the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreement. 2. If a Fund the Trust borrows money from any bank (including Custodian if the borrowing is pursuant to a separate agreement) for investment or for temporary or emergency purposes using Securities held by Custodian hereunder as collateral for such borrowings, the Fund Trust shall deliver to Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount of the borrowing, (d) the time and date, if known, on which the loan is to be entered into, (e) the total amount payable to the Fund Trust on the borrowing date, (f) the Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (g) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the 1940 ‘40 Act and the FundTrust’s prospectus. Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral against payment by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Section. The Fund Trust shall cause all Securities released from collateral status to be returned directly to Custodian, and Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund Trust fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by Custodian, Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If Custodian the Custodian, should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions Certificate or Oral Instructions, or if which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, including any indebtedness to The Bank of New York under the Fund's Cash Management and Related Services Agreement, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian (based on a 360-day year for the actual number of days involved) equal to 1/2% over Custodian's prime commercial lending rate in effect from time to time, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such prime commercial lending rate but in no event to timebe less than 6% per annum. In addition, the Fund hereby agrees that the Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, lien and security entitlement interest in and to any property specifically allocated to such Securities Series at any time held by it for the benefit of such Series as shall or in which the Fund may have a fair market value equal to an interest which is then in the aggregate amount Custodian's possession or control or in possession or control of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest and security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstandingany third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any balance of account standing to such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/ or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and shall not incur any indebtedness not so specified other assets are to be used to set off than from the outstanding balance. For avoidance of doubt, the provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this AgreementCustodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s 's prospectus. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.

OVERDRAFTS OR INDEBTEDNESS. 1. If the Custodian should in its sole discretion advance funds on behalf of any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash moneys held by the Custodian in an Account the separate account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if Written Instructions or which results in an overdraft arises in the separate Account account of a such Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the purchase of any currency, or if the Fund is for any other reason indebted to the Custodian with respect to a Series Series, (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of Section paragraph 2 of this Article), Custodian shall promptly notify the appropriate Fund of any such advance and the time at which such advance or overdraft must be paid. Such overdraft or indebtedness shall be deemed to be a loan made by the Custodian to the Fund for such Series payable on demand and shall bear interest from the date incurred at a rate per annum agreed by such Fund and Custodian from time (based on a 360-day year for the actual number of days involved) equal to timethe Federal Funds Rate plus 1/2%, or, in the absence of an agreement, at the rate ordinarily charged by Custodian to its institutional customers, as such rate may to be adjusted from time on the effective date of any change in such Federal Funds Rate but in no event to timebe less than 6% per annum. In addition, unless the Fund hereby agrees has given a Certificate that the Custodian shall not impose a lien and security interest to secure such overdrafts (in which event it shall not do so), the maximum extent permitted by law Custodian shall have a continuing lien, security interest, lien and security entitlement interest in and to such Securities of such Series as shall have a fair market value equal to the aggregate amount of all such overdrafts of, and indebtedness as may from time to time exist in and to any property specifically allocated to such Series at any time held by it for the benefit of such Series or advances to, such Series, together with accrued interest, such lien, security in which the Fund may have an interest and security entitlement to be effective only so long as such advance, overdraft, which is then in the Custodian's possession or accrued interest thereon remains outstandingcontrol or in possession or control of any third party acting in the Custodian's behalf. The Fund authorizes Custodian the Custodian, in its sole discretion, at any time to charge any such overdraft or indebtedness together with interest due thereon against any money balance of in an account standing to in the name of such Series’ ' credit on the Custodian’s 's books; provided. In addition, however, that Custodian shall provide the Fund with two (2) hereby covenants that on each Business Day on which either it intends to enter a Reverse Repurchase Agreement and/or otherwise borrow from a third party, or which next succeeds a Business Day on which at the close of business days’ advance notice before effecting any such charge, during which time the Fund had outstanding a Reverse Repurchase Agreement or such a borrowing, it shall be entitled prior to determine 9 a.m., New York City time, advise the priority order Custodian, in writing, of each such borrowing, shall specify the Series to which Securities, cashthe same relates, and other assets are to be used to set off the outstanding balance. For avoidance of doubtshall not incur any indebtedness, the provisions of this Section do not apply to any amounts owed to Custodian including pursuant to any other Section of this Reverse Repurchase Agreement, including, in particular, any amounts owed to Custodian pursuant to Section 6 of Article VIII of this Agreementnot so specified other than from the Custodian. 2. If a The Fund borrows money from will cause to be delivered to the Custodian by any bank (including Custodian including, if the borrowing is pursuant to a separate agreement, the Custodian) from which it borrows money for investment or for temporary or emergency purposes using Securities held by the Custodian hereunder as collateral for such borrowings, a notice or undertaking in the form currently employed by any such bank setting forth the amount which such bank will loan to the Fund against delivery of a stated amount of collateral. The Fund shall promptly deliver to the Custodian a Certificate specifying with respect to each such borrowing: (a) the Series to which such borrowing relates; (b) the name of the bank, (c) the amount and terms of the borrowing, which may be set forth by incorporating by reference an attached promissory note, duly endorsed by the Fund, or other loan agreement, (d) the time and date, if known, on which the loan is to be entered into, (e) the date on which the loan becomes due and payable, (f) the total amount payable to the Fund on the borrowing date, (fg) the market value of Securities to be delivered as collateral for such loan, including the name of the issuer, the title and the number of shares or the principal amount of any particular Securities, and (gh) a statement specifying whether such loan is for investment purposes or for temporary or emergency purposes and that such loan is in conformance with the Investment Company Act of 1940 Act and the Fund’s prospectus's prospectus and Statement of Additional Information. The Custodian shall deliver on the borrowing date specified in a Certificate the specified collateral and the executed promissory note, if any, against payment delivery by the lending bank of the total amount of the loan payable, provided that the same conforms to the total amount payable as set forth in the Certificate. The Custodian may, at the option of the lending bank, keep such collateral in its possession, but such collateral shall be subject to all rights therein given the lending bank by virtue of any promissory note or loan agreement. The Custodian shall deliver such Securities as additional collateral as may be specified in a Certificate to collateralize further any transaction described in this Sectionparagraph. The Fund shall cause all Securities released from collateral status to be returned directly to the Custodian, and the Custodian shall receive from time to time such return of collateral as may be tendered to it. In the event that the Fund fails to specify in a Certificate the Series, the name of the issuer, the title and number of shares or the principal amount of any particular Securities to be delivered as collateral by the Custodian, to any such bank, the Custodian shall not be under any obligation to deliver any Securities. In this event, Custodian shall notify the Fund that the Securities were not delivered, and the information that the Fund failed to specify in the Certificate.