AMENDMENT ELEVEN TO SECURITIES LENDING AGREEMENT Securities Lending Cash Collateral
AMENDMENT ELEVEN TO SECURITIES LENDING AGREEMENT
Securities
Lending Cash Collateral
AMENDMENT ELEVEN (“Amendment”), dated effective September 24, 2014 to the Securities Lending Agreement, dated as of April 11, 1995, as amended, between each of the ▇. ▇▇▇▇ Price Associates, Inc. funds listed on Appendix 4 attached hereto (each such portfolio or series, a “Lender” and collectively, the “Lenders”), and JPMorgan Chase Bank, N.A. (as successor by operation of law to The Chase Manhattan Bank, N.A.) (“Chase”) and the Indemnification Side Letter from Chase to Lender dated July 25, 2012 (collectively, the “Lending Agreement”). This Amendment shall be deemed for all purposes to constitute a separate and discrete agreement between Chase and each of the Lenders as it may be amended by the parties from time to time, and no Lender shall be responsible or liable for any of the obligations of any other Lender under this Amendment or Lending Agreement or otherwise, notwithstanding anything to the contrary contained herein. When the term “Lender” is used herein, it refers to a given Lender and not to all participating Lenders collectively.
It is hereby agreed as follows:
1. The following new definitions are hereby added to Section 1 of the Lending Agreement in appropriate alphabetic sequence:
“Agreed Margin” shall be for each Lender the product of twenty basis points and the aggregate amount of Cash Collateral required to be returned by the Lender to Chase.
“NAV” shall mean the net asset value per share of the ▇. ▇▇▇▇ Price Short-Term Reserve Fund or Short-Term Government Reserve Fund.
“▇. ▇▇▇▇ Price Short-Term Reserve Fund or Short-Term Government Reserve Fund,” each a series of ▇. ▇▇▇▇ Price Reserve Investment Funds, Inc. and a mutual fund registered under the Investment Company Act of 1940 (hereinafter referred to as “Fund” or collectively as “Funds”).
Capitalized terms used and not defined herein shall have the meaning ascribed thereto in the Lending Agreement.
2. Section 3(b) of the Lending Agreement is hereby amended by inserting at the end thereof the following:
“In addition to the foregoing, Lender hereby further represents and warrants to Chase with respect to the Fund that Lender shall provide Chase on each Business Day: (x) the NAV as of the close of business on such Business Day; and (y) the yield as of the close of business on such Business Day.
Chase agrees to endeavor in good faith to provide to Fund on behalf of Lender by 2:50 p.m. New York time on each Business Day the dollar amount of the lending activity by each Lender in the Funds which occurred that day prior to 2:30 p.m. The wire associated with such Cash Collateral subscription will be sent on a good faith basis to the Funds by 3:15 p.m. New York time on each Business Day, but in no event later than 4:00 p.m. New York time on each Business Day. For the avoidance of doubt, Chase will continue to process securities lending transactions after 2:30 p.m. on a Business Day, subject to the terms of the Lending Agreement.
3. Section 5(f)(ii) of the Lending Agreement, captioned “Investment of Cash Collateral” is hereby amended by inserting at the end thereof the following:
Notwithstanding Section 5(f)(i) of the Lending Agreement, effective as of January 23, 2013, Lender hereby directs Chase to manage Cash Collateral such that Cash Collateral available for investment may also be invested in the Fund, in such proportion as the Lender directs. Any investment in the Fund is made for the account of, and at the sole risk of, Lender. With respect to any investment in the Fund:
(A) , if the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement exceeds the aggregate amount of Cash Collateral required to be returned by Lender to Chase by an amount which is greater than the Agreed Margin (or if Lender has no loans outstanding and no amounts are required to be returned to Chase), Lender shall redeem shares from the Fund provided that after such redemption the value of the remaining shares of the Fund acquired by Lender in connection with the Lending Agreement shall be no less than the aggregate amount of Cash Collateral required to be returned by Lender to Chase and shall, concurrent with such redemption, deliver written notice of such redemption and the amount thereof to Chase;
(B) , if the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement is less than the aggregate amount of Cash Collateral required to be returned by Lender to Chase by an amount which is greater than the Agreed Margin, Lender shall purchase additional shares of the Fund in an amount that will cause the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement to equal the aggregate amount of Cash Collateral required to be returned by Lender to Chase and shall, concurrent with such purchase, deliver written notice of such contribution and the amount thereof to Chase; and
(C) , upon the termination of a Loan. Lender shall pay (or cause the Fund to pay on its behalf) to Chase on demand in cash an amount equal to the amount of the Collateral for such Loan and such amount shall include, for the avoidance of doubt, any deficiency in the amount of Collateral (including but not limited to Cash Collateral) available for return to the Borrower pursuant to the applicable MSLA.
Without limiting the generality of the foregoing, Lender acknowledges that Chase shall have no fiduciary or other responsibility with respect to any Cash Collateral Investment Directed By Lender or investment in the Fund, except that Chase shall follow the Lender’s direction.
4. Section 7 of the Lending Agreement is hereby amended by inserting after “Lending Agreement” and before “or” in the first sentence of the second full paragraph thereof the following:
“, or by reason of or as a result of any Cash Collateral Investment Directed by Lender or any investment in the Fund”.
5. Upon an Event of Default with respect to a Borrower, the Lender shall, upon notice from Chase in accordance with Section 13(c) of the Agreement, cause all of the Cash Collateral received by Lender related to the Loans with such Borrower to be transferred to Chase: (a) if such notice is received by 2:30 p.m. New York time on a Business Day, by the close of
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business on such Business Day and if such notice is received after 2:30 p.m. New York time on a Business Day, by 10:00 a.m. New York time on the following Business Day; and (b) if such notice is received on a day which is not a Business Day, by the close of business on the next Business Day. If such Cash Collateral is not transferred to Chase in accordance with the first sentence of this paragraph, then the indemnification obligation of Chase set forth in the Indemnification Side Letter shall be terminated. If the Cash Collateral payable to Chase is greater than the Market Value of the Loaned Securities not returned by the Borrower, the Lender shall return such excess amount to Chase.
7. Section
13(c) of the Agreement is hereby amended by deleting the provisions
thereof and inserting the following:
All notices and other communications required by this Agreement shall be in writing and shall be sufficiently given if delivered by hand or overnight courier service, mailed by certified or registered mail or sent by mail, fax or email as follows: (1) if to Chase: ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ Floor, Securities Lending Division, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Telephone: ▇▇▇-▇▇▇-▇▇▇▇, Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ and ▇▇▇-▇▇▇-▇▇▇▇; and (2) if to Lender or to the Fund on behalf of the Lender, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇, Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, Telephone: (▇▇▇) ▇▇▇-▇▇▇▇, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇, or by any other method and to any other address or addresses of which written notice shall have been given in the foregoing manner by the respective parties.
8. Section 8 of the Agreement is hereby deleted and replaced with the following:
In connection with each Loan hereunder, Lender shall pay to Chase a fee equal to 15% of (i) the amount of the earnings derived from Authorized Investments in connection with Loans of Securities collateralized by cash less any Rebate paid to Borrower and plus any Rebate paid to Lender, and (ii) any Securities Loan Fee paid or payable by a Borrower on Loans not collateralized by cash.
8. Except as expressly amended by this Amendment, the Lending Agreement shall remain in full force and effect in accordance with its terms.
9. All references to the Lending Agreement in the Lending Agreement or any other document executed or delivered in connection therewith shall, from and after the effective date of this Amendment, be deemed to be references to the Lending Agreement, as amended hereby, unless the context expressly requires otherwise.
10. This Amendment may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument.
11. This Amendment shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to principles of conflict of laws thereunder (except that the foregoing shall not reduce any statutory right to choose New York law or forum).
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above-written.
▇. ▇▇▇▇ PRICE ASSOCIATES, INC. As agent on behalf of each
| JPMORGAN CHASE BANK, NATIONAL ASSOCIATION |
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ |
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ |
Title: Treasurer | Title: Managing Director |
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APPENDIX 4
▇. ▇▇▇▇ PRICE ASSOCIATES FUNDS
Equity Funds
▇. ▇▇▇▇ Price Balanced Fund, Inc.
▇. ▇▇▇▇ Price Blue Chip Growth Fund, Inc.
▇. ▇▇▇▇ Price Capital Appreciation Fund
▇. ▇▇▇▇ Price Capital Opportunity Fund, Inc.
▇. ▇▇▇▇ Price Diversified Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Diversified Small-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Dividend Growth Fund, Inc.
▇. ▇▇▇▇ Price Equity Income Fund
▇. ▇▇▇▇ Price Equity Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Blue Chip Growth Portfolio
▇. ▇▇▇▇ Price Equity Income Portfolio
▇. ▇▇▇▇ Price Equity Index 500 Portfolio
▇. ▇▇▇▇ Price Health Sciences Portfolio
▇. ▇▇▇▇ Price Mid-Cap Growth Portfolio
▇. ▇▇▇▇ Price New America Growth Portfolio
▇. ▇▇▇▇ Price Personal Strategy Balanced Portfolio
▇. ▇▇▇▇ Price Financial Services Fund, Inc.
▇. ▇▇▇▇ Price Global Allocation Fund, Inc.
▇. ▇▇▇▇ Price Global Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Global Technology Fund, Inc.
▇. ▇▇▇▇ Price Growth & Income Fund, Inc.
▇. ▇▇▇▇ Price Growth Stock Fund, Inc.
▇. ▇▇▇▇ Price Health Sciences Fund, Inc.
▇. ▇▇▇▇ Price Index Trust, Inc. on behalf of:
▇. ▇▇▇▇ Price Equity Index 500 Fund
▇. ▇▇▇▇ Price Extended Equity Market Index Fund
▇. ▇▇▇▇ Price Total Equity Market Index Fund
▇. ▇▇▇▇ Price Institutional Equity Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Large-Cap Core Growth Fund
▇. ▇▇▇▇ Price Institutional Large -Cap Growth Fund
▇. ▇▇▇▇ Price Institutional Large-Cap Value Fund
▇. ▇▇▇▇ Price Institutional Mid-Cap Equity Growth Fund
▇. ▇▇▇▇ Price Institutional Small-Cap Stock Fund
▇. ▇▇▇▇ Price Institutional U.S. Structured Research Fund
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▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Africa & Middle East Fund
▇. ▇▇▇▇ Price Institutional Concentrated International Equity Fund
▇. ▇▇▇▇ Price Institutional Emerging Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Frontier Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Global Focused Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Value Equity Fund
▇. ▇▇▇▇ Price Institutional International Core Equity Fund
▇. ▇▇▇▇ Price Institutional International Growth Equity Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Africa & Middle East Fund
▇. ▇▇▇▇ Price Asia Opportunities Fund
▇. ▇▇▇▇ Price Emerging Europe Fund
▇. ▇▇▇▇ Price Emerging Markets Stock Fund
▇. ▇▇▇▇ Price European Stock Fund
▇. ▇▇▇▇ Price Global Growth Stock Fund
▇. ▇▇▇▇ Price Global Industrials Fund
▇. ▇▇▇▇ Price Global Stock Fund
▇. ▇▇▇▇ Price International Concentrated Equity Fund
▇. ▇▇▇▇ Price International Discovery Fund
▇. ▇▇▇▇ Price International Growth & Income Fund
▇. ▇▇▇▇ Price International Stock Fund
▇. ▇▇▇▇ Price Japan Fund
▇. ▇▇▇▇ Price Latin America Fund
▇. ▇▇▇▇ Price New Asia Fund
▇. ▇▇▇▇ Price Overseas Stock Fund
▇. ▇▇▇▇ Price International Index Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price International Equity Index Fund
▇. ▇▇▇▇ Price International Series, Inc. on behalf of:
▇. ▇▇▇▇ Price International Stock Portfolio
▇. ▇▇▇▇ Price Media & Telecommunications Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Value Fund, Inc.
▇. ▇▇▇▇ Price New America Growth Fund
▇. ▇▇▇▇ Price New Era Fund, Inc.
▇. ▇▇▇▇ Price New Horizons Fund, Inc.
▇. ▇▇▇▇ Price Real Assets Fund, Inc.
▇. ▇▇▇▇ Price Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Science & Technology Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Stock Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Value Fund, Inc.
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▇. ▇▇▇▇ Price U.S. Large-Cap Core Fund, Inc.
▇. ▇▇▇▇ Price Value Fund, Inc.
Income Funds
▇. ▇▇▇▇ Price Corporate Income Fund, Inc.
▇. ▇▇▇▇ Price Credit Opportunities Fund, Inc.
▇. ▇▇▇▇ Price Fixed Income Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Limited-Term Bond Portfolio
▇. ▇▇▇▇ Price Floating Rate Fund, Inc.
▇. ▇▇▇▇ Price High Yield Fund, Inc.
▇. ▇▇▇▇ Price Inflation Focused Bond Fund, Inc.
▇. ▇▇▇▇ Price Inflation Protected Bond Fund, Inc.
▇. ▇▇▇▇ Price Institutional Income Funds, Inc., on behalf of:
▇. ▇▇▇▇ Price Institutional Core Plus Fund
▇. ▇▇▇▇ Price Institutional Credit Opportunities Fund
▇. ▇▇▇▇ Price Institutional Floating Rate Fund
▇. ▇▇▇▇ Price Institutional Global Multi-Sector Bond Fund
▇. ▇▇▇▇ Price Institutional High Yield Fund
▇. ▇▇▇▇ Price Institutional Long Duration Credit Fund
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Institutional International Bond Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf:
▇. ▇▇▇▇ Price Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Corporate Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Local Currency Bond Fund
▇. ▇▇▇▇ Price International Bond Fund
▇. ▇▇▇▇ Price New Income Fund, Inc.
▇. ▇▇▇▇ Price Personal Strategy Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Personal Strategy Balanced Fund
▇. ▇▇▇▇ Price Personal Strategy Growth Fund
▇. ▇▇▇▇ Price Personal Strategy Income Fund
▇. ▇▇▇▇ Price Short-Term Bond Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price Ultra Short-Term Bond Fund
▇. ▇▇▇▇ Price Strategic Income Fund, Inc.
▇. ▇▇▇▇ Price Tax-Efficient Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Tax-Efficient Equity Fund
▇. ▇▇▇▇ Price U.S. Bond Enhanced Index Fund, Inc.
▇. ▇▇▇▇ Price U.S. Treasury Funds, Inc.
U.S. Treasury Intermediate Fund
U.S. Treasury Long-Term Fund
7
AMENDMENT TWELVE TO SECURITIES LENDING AGREEMENT
Securities Lending Cash Collateral
AMENDMENT TWELVE (“Amendment”), dated effective November 24, 2014 to the Securities Lending Agreement, dated as of April 11, 1995, as amended, between each of the ▇. ▇▇▇▇ Price Associates, Inc. funds listed on Appendix 4 attached hereto (each such portfolio or series, a “Lender” and collectively, the “Lenders”), and JPMorgan Chase Bank, N.A. (as successor by operation of law to The Chase Manhattan Bank, N.A.) (“Chase”) and the Indemnification Side Letter from Chase to Lender dated July 25, 2012 (collectively, the “Lending Agreement”). This Amendment shall be deemed for all purposes to constitute a separate and discrete agreement between Chase and each of the Lenders as it may be amended by the parties from time to time, and no Lender shall be responsible or liable for any of the obligations of any other Lender under this Amendment or Lending Agreement or otherwise, notwithstanding anything to the contrary contained herein. When the term “Lender” is used herein, it refers to a given Lender and not to all participating Lenders collectively.
It is hereby agreed as follows:
2. The following new definitions are hereby added to Section 1 of the Lending Agreement in appropriate alphabetic sequence:
“Agreed Margin” shall be for each Lender the product of twenty basis points and the aggregate amount of Cash Collateral required to be returned by the Lender to Chase.
“NAV” shall mean the net asset value per share of the ▇. ▇▇▇▇ Price Short-Term Reserve Fund or Short-Term Government Reserve Fund.
“▇. ▇▇▇▇ Price Short-Term Reserve Fund or Short-Term Government Reserve Fund,” each a series of ▇. ▇▇▇▇ Price Reserve Investment Funds, Inc. and a mutual fund registered under the Investment Company Act of 1940 (hereinafter referred to as “Fund” or collectively as “Funds”).
Capitalized terms used and not defined herein shall have the meaning ascribed thereto in the Lending Agreement.
9. Section 3(b) of the Lending Agreement is hereby amended by inserting at the end thereof the following:
“In addition to the foregoing, Lender hereby further represents and warrants to Chase with respect to the Fund that Lender shall provide Chase on each Business Day: (x) the NAV as of the close of business on such Business Day; and (y) the yield as of the close of business on such Business Day.
Chase agrees to endeavor in good faith to provide to Fund on behalf of Lender by 2:50 p.m. New York time on each Business Day the dollar amount of the lending activity by each Lender in the Funds which occurred that day prior to 2:30 p.m. The wire associated with such Cash Collateral subscription will be sent on a good faith basis to the Funds by 3:15 p.m. New York time on each Business Day, but in no event later than 4:00 p.m. New York time on each Business Day. For the avoidance of doubt, Chase will continue to process securities lending transactions after 2:30 p.m. on a Business Day, subject to the terms of the Lending Agreement.
8
10. Section 5(f)(ii) of the Lending Agreement, captioned “Investment of Cash Collateral” is hereby amended by inserting at the end thereof the following:
Notwithstanding Section 5(f)(i) of the Lending Agreement, effective as of January 23, 2013, Lender hereby directs Chase to manage Cash Collateral such that Cash Collateral available for investment may also be invested in the Fund, in such proportion as the Lender directs. Any investment in the Fund is made for the account of, and at the sole risk of, Lender. With respect to any investment in the Fund:
(A) , if the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement exceeds the aggregate amount of Cash Collateral required to be returned by Lender to Chase by an amount which is greater than the Agreed Margin (or if Lender has no loans outstanding and no amounts are required to be returned to Chase), Lender shall redeem shares from the Fund provided that after such redemption the value of the remaining shares of the Fund acquired by Lender in connection with the Lending Agreement shall be no less than the aggregate amount of Cash Collateral required to be returned by Lender to Chase and shall, concurrent with such redemption, deliver written notice of such redemption and the amount thereof to Chase;
(B) , if the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement is less than the aggregate amount of Cash Collateral required to be returned by Lender to Chase by an amount which is greater than the Agreed Margin, Lender shall purchase additional shares of the Fund in an amount that will cause the value of the shares of the Fund acquired by Lender in connection with the Lending Agreement to equal the aggregate amount of Cash Collateral required to be returned by Lender to Chase and shall, concurrent with such purchase, deliver written notice of such contribution and the amount thereof to Chase; and
(C) , upon the termination of a Loan. Lender shall pay (or cause the Fund to pay on its behalf) to Chase on demand in cash an amount equal to the amount of the Collateral for such Loan and such amount shall include, for the avoidance of doubt, any deficiency in the amount of Collateral (including but not limited to Cash Collateral) available for return to the Borrower pursuant to the applicable MSLA.
Without limiting the generality of the foregoing, Lender acknowledges that Chase shall have no fiduciary or other responsibility with respect to any Cash Collateral Investment Directed By Lender or investment in the Fund, except that Chase shall follow the Lender’s direction.
11. Section 7 of the Lending Agreement is hereby amended by inserting after “Lending Agreement” and before “or” in the first sentence of the second full paragraph thereof the following:
“, or by reason of or as a result of any Cash Collateral Investment Directed by Lender or any investment in the Fund”.
12. Upon an Event of Default with respect to a Borrower, the Lender shall, upon notice from Chase in accordance with Section 13(c) of the Agreement, cause all of the Cash Collateral received by Lender related to the Loans with such Borrower to be transferred to Chase: (a) if such notice is received by 2:30 p.m. New York time on a Business Day, by the close of
9
business on such Business Day and if such notice is received after 2:30 p.m. New York time on a Business Day, by 10:00 a.m. New York time on the following Business Day; and (b) if such notice is received on a day which is not a Business Day, by the close of business on the next Business Day. If such Cash Collateral is not transferred to Chase in accordance with the first sentence of this paragraph, then the indemnification obligation of Chase set forth in the Indemnification Side Letter shall be terminated. If the Cash Collateral payable to Chase is greater than the Market Value of the Loaned Securities not returned by the Borrower, the Lender shall return such excess amount to Chase.
14. Section
13(c) of the Agreement is hereby amended by deleting the provisions
thereof and inserting the following:
All notices and other communications required by this Agreement shall be in writing and shall be sufficiently given if delivered by hand or overnight courier service, mailed by certified or registered mail or sent by mail, fax or email as follows: (1) if to Chase: ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ Floor, Securities Lending Division, Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Telephone: ▇▇▇-▇▇▇-▇▇▇▇, Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ and ▇▇▇-▇▇▇-▇▇▇▇; and (2) if to Lender or to the Fund on behalf of the Lender, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇, Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, Telephone: (▇▇▇) ▇▇▇-▇▇▇▇, Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇, or by any other method and to any other address or addresses of which written notice shall have been given in the foregoing manner by the respective parties.
15. Section 8 of the Agreement is hereby deleted and replaced with the following:
In connection with each Loan hereunder, Lender shall pay to Chase a fee equal to 15% of (i) the amount of the earnings derived from Authorized Investments in connection with Loans of Securities collateralized by cash less any Rebate paid to Borrower and plus any Rebate paid to Lender, and (ii) any Securities Loan Fee paid or payable by a Borrower on Loans not collateralized by cash.
12. Except as expressly amended by this Amendment, the Lending Agreement shall remain in full force and effect in accordance with its terms.
13. All references to the Lending Agreement in the Lending Agreement or any other document executed or delivered in connection therewith shall, from and after the effective date of this Amendment, be deemed to be references to the Lending Agreement, as amended hereby, unless the context expressly requires otherwise.
14. This Amendment may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument.
15. This Amendment shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to principles of conflict of laws thereunder (except that the foregoing shall not reduce any statutory right to choose New York law or forum).
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above-written.
▇. ▇▇▇▇ PRICE ASSOCIATES, INC. As agent on behalf of each
| JPMORGAN CHASE BANK, NATIONAL ASSOCIATION |
By: /s/▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | By: /s/▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Title: Treasurer | Title: Executive Director |
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APPENDIX 4
▇. ▇▇▇▇ PRICE ASSOCIATES FUNDS
Equity Funds
▇. ▇▇▇▇ Price Balanced Fund, Inc.
▇. ▇▇▇▇ Price Blue Chip Growth Fund, Inc.
▇. ▇▇▇▇ Price Capital Appreciation Fund
▇. ▇▇▇▇ Price Capital Opportunity Fund, Inc.
▇. ▇▇▇▇ Price Diversified Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Diversified Small-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Dividend Growth Fund, Inc.
▇. ▇▇▇▇ Price Equity Income Fund
▇. ▇▇▇▇ Price Equity Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Blue Chip Growth Portfolio
▇. ▇▇▇▇ Price Equity Income Portfolio
▇. ▇▇▇▇ Price Equity Index 500 Portfolio
▇. ▇▇▇▇ Price Health Sciences Portfolio
▇. ▇▇▇▇ Price Mid-Cap Growth Portfolio
▇. ▇▇▇▇ Price New America Growth Portfolio
▇. ▇▇▇▇ Price Personal Strategy Balanced Portfolio
▇. ▇▇▇▇ Price Financial Services Fund, Inc.
▇. ▇▇▇▇ Price Global Allocation Fund, Inc.
▇. ▇▇▇▇ Price Global Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Global Technology Fund, Inc.
▇. ▇▇▇▇ Price Growth & Income Fund, Inc.
▇. ▇▇▇▇ Price Growth Stock Fund, Inc.
▇. ▇▇▇▇ Price Health Sciences Fund, Inc.
▇. ▇▇▇▇ Price Index Trust, Inc. on behalf of:
▇. ▇▇▇▇ Price Equity Index 500 Fund
▇. ▇▇▇▇ Price Extended Equity Market Index Fund
▇. ▇▇▇▇ Price Total Equity Market Index Fund
▇. ▇▇▇▇ Price Institutional Equity Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Large-Cap Core Growth Fund
▇. ▇▇▇▇ Price Institutional Large -Cap Growth Fund
▇. ▇▇▇▇ Price Institutional Large-Cap Value Fund
▇. ▇▇▇▇ Price Institutional Mid-Cap Equity Growth Fund
▇. ▇▇▇▇ Price Institutional Small-Cap Stock Fund
▇. ▇▇▇▇ Price Institutional U.S. Structured Research Fund
12
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Africa & Middle East Fund
▇. ▇▇▇▇ Price Institutional Emerging Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Frontier Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Global Focused Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Value Equity Fund
▇. ▇▇▇▇ Price Institutional International Concentrated Equity Fund
▇. ▇▇▇▇ Price Institutional International Core Equity Fund
▇. ▇▇▇▇ Price Institutional International Growth Equity Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Africa & Middle East Fund
▇. ▇▇▇▇ Price Asia Opportunities Fund
▇. ▇▇▇▇ Price Emerging Europe Fund
▇. ▇▇▇▇ Price Emerging Markets Stock Fund
▇. ▇▇▇▇ Price European Stock Fund
▇. ▇▇▇▇ Price Global Growth Stock Fund
▇. ▇▇▇▇ Price Global Industrials Fund
▇. ▇▇▇▇ Price Global Stock Fund
▇. ▇▇▇▇ Price International Concentrated Equity Fund
▇. ▇▇▇▇ Price International Discovery Fund
▇. ▇▇▇▇ Price International Growth & Income Fund
▇. ▇▇▇▇ Price International Stock Fund
▇. ▇▇▇▇ Price Japan Fund
▇. ▇▇▇▇ Price Latin America Fund
▇. ▇▇▇▇ Price New Asia Fund
▇. ▇▇▇▇ Price Overseas Stock Fund
▇. ▇▇▇▇ Price International Index Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price International Equity Index Fund
▇. ▇▇▇▇ Price International Series, Inc. on behalf of:
▇. ▇▇▇▇ Price International Stock Portfolio
▇. ▇▇▇▇ Price Media & Telecommunications Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Value Fund, Inc.
▇. ▇▇▇▇ Price New America Growth Fund
▇. ▇▇▇▇ Price New Era Fund, Inc.
▇. ▇▇▇▇ Price New Horizons Fund, Inc.
▇. ▇▇▇▇ Price Real Assets Fund, Inc.
▇. ▇▇▇▇ Price Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Science & Technology Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Stock Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Value Fund, Inc.
13
▇. ▇▇▇▇ Price U.S. Large-Cap Core Fund, Inc.
▇. ▇▇▇▇ Price Value Fund, Inc.
Income Funds
▇. ▇▇▇▇ Price Corporate Income Fund, Inc.
▇. ▇▇▇▇ Price Credit Opportunities Fund, Inc.
▇. ▇▇▇▇ Price Fixed Income Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Limited-Term Bond Portfolio
▇. ▇▇▇▇ Price Floating Rate Fund, Inc.
▇. ▇▇▇▇ Price High Yield Fund, Inc.
▇. ▇▇▇▇ Price Inflation Focused Bond Fund, Inc.
▇. ▇▇▇▇ Price Inflation Protected Bond Fund, Inc.
▇. ▇▇▇▇ Price Institutional Income Funds, Inc., on behalf of:
▇. ▇▇▇▇ Price Institutional Core Plus Fund
▇. ▇▇▇▇ Price Institutional Credit Opportunities Fund
▇. ▇▇▇▇ Price Institutional Floating Rate Fund
▇. ▇▇▇▇ Price Institutional Global Multi-Sector Bond Fund
▇. ▇▇▇▇ Price Institutional High Yield Fund
▇. ▇▇▇▇ Price Institutional Long Duration Credit Fund
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Institutional International Bond Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf:
▇. ▇▇▇▇ Price Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Corporate Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Local Currency Bond Fund
▇. ▇▇▇▇ Price Global High Income Bond Fund
▇. ▇▇▇▇ Price Global Unconstrained Bond Fund
▇. ▇▇▇▇ Price International Bond Fund
▇. ▇▇▇▇ Price New Income Fund, Inc.
▇. ▇▇▇▇ Price Personal Strategy Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Personal Strategy Balanced Fund
▇. ▇▇▇▇ Price Personal Strategy Growth Fund
▇. ▇▇▇▇ Price Personal Strategy Income Fund
▇. ▇▇▇▇ Price Short-Term Bond Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price Ultra Short-Term Bond Fund
▇. ▇▇▇▇ Price Strategic Income Fund, Inc.
▇. ▇▇▇▇ Price Tax-Efficient Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Tax-Efficient Equity Fund
▇. ▇▇▇▇ Price U.S. Bond Enhanced Index Fund, Inc.
14
▇. ▇▇▇▇ Price U.S. Treasury Funds, Inc.
U.S. Treasury Intermediate Fund
U.S. Treasury Long-Term Fund
15
AMENDMENT THIRTEEN TO SECURITIES LENDING AGREEMENT
Securities Lending Cash Collateral
AMENDMENT THIRTEEN (“Amendment”), dated effective February 1, 2016 to the Securities Lending Agreement, dated as of April 11, 1995, as amended, between each of the ▇. ▇▇▇▇ Price Associates, Inc. funds listed on Appendix 4 attached hereto (each such portfolio or series, a “Lender” and collectively, the “Lenders”), and JPMorgan Chase Bank, N.A. (as successor by operation of law to The Chase Manhattan Bank, N.A.) (“Chase”) and the Indemnification Side Letter from Chase to Lender dated July 25, 2012 (collectively, the “Lending Agreement”). This Amendment shall be deemed for all purposes to constitute a separate and discrete agreement between Chase and each of the Lenders as it may be amended by the parties from time to time, and no Lender shall be responsible or liable for any of the obligations of any other Lender under this Amendment or Lending Agreement or otherwise, notwithstanding anything to the contrary contained herein. When the term “Lender” is used herein, it refers to a given Lender and not to all participating Lenders collectively.
It is hereby agreed as follows:
1. The Lending Agreement is hereby amended to substitute the attached Appendix 4 for the previous version by changing the name of the ▇. ▇▇▇▇ Price Strategic Income Fund, Inc. to the ▇. ▇▇▇▇ Price Global Multi-Sector Bond Fund, Inc.; by adding ▇. ▇▇▇▇ Price Emerging Markets Value Stock Fund and ▇. ▇▇▇▇ Price Global Consumer Fund as a series of ▇. ▇▇▇▇ Price International Funds, Inc.; by changing the name of the ▇. ▇▇▇▇ Price Inflation Focused Bond Fund, Inc. to the ▇. ▇▇▇▇ Price Limited Duration Inflation Focused Bond Fund, Inc.; by adding ▇. ▇▇▇▇ Price Mid-Cap Index Fund and ▇. ▇▇▇▇ Price Small-Cap Index Fund as series of ▇. ▇▇▇▇ Price Index Trust, Inc.; by changing the name of ▇. ▇▇▇▇ Price Diversified Small-Cap Growth Fund, Inc. (the corporation) to ▇. ▇▇▇▇ Price Quantitative Management Funds, Inc.; by changing the name of ▇. ▇▇▇▇ Price Diversified Small-Cap Growth Fund (the series) to the ▇. ▇▇▇▇ Price QM U.S. Small-Cap Growth Equity Fund; and by adding the ▇. ▇▇▇▇ Price QM Global Equity Fund, the ▇. ▇▇▇▇ Price QM U.S. Small & Mid-Cap Core Equity Fund, and the ▇. ▇▇▇▇ Price QM U.S. Value Equity Fund as series of the ▇. ▇▇▇▇ Price Quantitative Management Funds, Inc.
2. Except as expressly amended by this Amendment, the Lending Agreement shall remain in full force and effect in accordance with its terms.
3. All references to the Lending Agreement in the Lending Agreement or any other document executed or delivered in connection therewith shall, from and after the effective date of this Amendment, be deemed to be references to the Lending Agreement, as amended hereby, unless the context expressly requires otherwise.
4. This Amendment may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument.
5. This Amendment shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to principles of conflict of laws thereunder (except that the foregoing shall not reduce any statutory right to choose New York law or forum).
16
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above-written.
▇. ▇▇▇▇ PRICE ASSOCIATES, INC. As agent on behalf of each
| JPMORGAN CHASE BANK, NATIONAL ASSOCIATION |
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | By: /s/▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Title: Treasurer | Title: Executive Director |
17
APPENDIX 4
▇. ▇▇▇▇ PRICE ASSOCIATES FUNDS
Equity Funds
▇. ▇▇▇▇ Price Balanced Fund, Inc.
▇. ▇▇▇▇ Price Blue Chip Growth Fund, Inc.
▇. ▇▇▇▇ Price Capital Appreciation Fund
▇. ▇▇▇▇ Price Capital Opportunity Fund, Inc.
▇. ▇▇▇▇ Price Diversified Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Dividend Growth Fund, Inc.
▇. ▇▇▇▇ Price Equity Income Fund
▇. ▇▇▇▇ Price Equity Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Blue Chip Growth Portfolio
▇. ▇▇▇▇ Price Equity Income Portfolio
▇. ▇▇▇▇ Price Equity Index 500 Portfolio
▇. ▇▇▇▇ Price Health Sciences Portfolio
▇. ▇▇▇▇ Price Mid-Cap Growth Portfolio
▇. ▇▇▇▇ Price New America Growth Portfolio
▇. ▇▇▇▇ Price Personal Strategy Balanced Portfolio
▇. ▇▇▇▇ Price Financial Services Fund, Inc.
▇. ▇▇▇▇ Price Global Allocation Fund, Inc.
▇. ▇▇▇▇ Price Global Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Global Technology Fund, Inc.
▇. ▇▇▇▇ Price Growth & Income Fund, Inc.
▇. ▇▇▇▇ Price Growth Stock Fund, Inc.
▇. ▇▇▇▇ Price Health Sciences Fund, Inc.
▇. ▇▇▇▇ Price Index Trust, Inc. on behalf of:
▇. ▇▇▇▇ Price Equity Index 500 Fund
▇. ▇▇▇▇ Price Extended Equity Market Index Fund
▇. ▇▇▇▇ Price Mid-Cap Index Fund
▇. ▇▇▇▇ Price Small-Cap Index Fund
▇. ▇▇▇▇ Price Total Equity Market Index Fund
▇. ▇▇▇▇ Price Institutional Equity Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Large-Cap Core Growth Fund
▇. ▇▇▇▇ Price Institutional Large -Cap Growth Fund
▇. ▇▇▇▇ Price Institutional Large-Cap Value Fund
▇. ▇▇▇▇ Price Institutional Mid-Cap Equity Growth Fund
▇. ▇▇▇▇ Price Institutional Small-Cap Stock Fund
▇. ▇▇▇▇ Price Institutional U.S. Structured Research Fund
18
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Africa & Middle East Fund
▇. ▇▇▇▇ Price Institutional Emerging Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Frontier Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Global Focused Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Value Equity Fund
▇. ▇▇▇▇ Price Institutional International Concentrated Equity Fund
▇. ▇▇▇▇ Price Institutional International Core Equity Fund
▇. ▇▇▇▇ Price Institutional International Growth Equity Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Africa & Middle East Fund
▇. ▇▇▇▇ Price Asia Opportunities Fund
▇. ▇▇▇▇ Price Emerging Europe Fund
▇. ▇▇▇▇ Price Emerging Markets Stock Fund
▇. ▇▇▇▇ Price Emerging Markets Value Stock Fund
▇. ▇▇▇▇ Price European Stock Fund
▇. ▇▇▇▇ Price Global Consumer Fund
▇. ▇▇▇▇ Price Global Growth Stock Fund
▇. ▇▇▇▇ Price Global Industrials Fund
▇. ▇▇▇▇ Price Global Stock Fund
▇. ▇▇▇▇ Price International Concentrated Equity Fund
▇. ▇▇▇▇ Price International Discovery Fund
▇. ▇▇▇▇ Price International Growth & Income Fund
▇. ▇▇▇▇ Price International Stock Fund
▇. ▇▇▇▇ Price Japan Fund
▇. ▇▇▇▇ Price Latin America Fund
▇. ▇▇▇▇ Price New Asia Fund
▇. ▇▇▇▇ Price Overseas Stock Fund
▇. ▇▇▇▇ Price International Index Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price International Equity Index Fund
▇. ▇▇▇▇ Price International Series, Inc. on behalf of:
▇. ▇▇▇▇ Price International Stock Portfolio
▇. ▇▇▇▇ Price Media & Telecommunications Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Mid-Cap Value Fund, Inc.
▇. ▇▇▇▇ Price New America Growth Fund
▇. ▇▇▇▇ Price New Era Fund, Inc.
▇. ▇▇▇▇ Price New Horizons Fund, Inc.
19
▇. ▇▇▇▇ Price Quantitative Management Funds, Inc.
▇. ▇▇▇▇ Price QM Global Equity Fund
▇. ▇▇▇▇ Price QM U.S. Small-Cap Growth Equity Fund
▇. ▇▇▇▇ Price QM U.S. Small & Mid-Cap Core Equity Fund
▇. ▇▇▇▇ Price QM U.S. Value Equity Fund
▇. ▇▇▇▇ Price Real Assets Fund, Inc.
▇. ▇▇▇▇ Price Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Science & Technology Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Stock Fund, Inc.
▇. ▇▇▇▇ Price Small-Cap Value Fund, Inc.
▇. ▇▇▇▇ Price U.S. Large-Cap Core Fund, Inc.
▇. ▇▇▇▇ Price Value Fund, Inc.
Income Funds
▇. ▇▇▇▇ Price Corporate Income Fund, Inc.
▇. ▇▇▇▇ Price Credit Opportunities Fund, Inc.
▇. ▇▇▇▇ Price Fixed Income Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Limited-Term Bond Portfolio
▇. ▇▇▇▇ Price Floating Rate Fund, Inc.
▇. ▇▇▇▇ Price Global Multi-Sector Bond Fund, Inc.
▇. ▇▇▇▇ Price High Yield Fund, Inc.
▇. ▇▇▇▇ Price Inflation Protected Bond Fund, Inc.
▇. ▇▇▇▇ Price Institutional Income Funds, Inc., on behalf of:
▇. ▇▇▇▇ Price Institutional Core Plus Fund
▇. ▇▇▇▇ Price Institutional Credit Opportunities Fund
▇. ▇▇▇▇ Price Institutional Floating Rate Fund
▇. ▇▇▇▇ Price Institutional Global Multi-Sector Bond Fund
▇. ▇▇▇▇ Price Institutional High Yield Fund
▇. ▇▇▇▇ Price Institutional Long Duration Credit Fund
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Institutional International Bond Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf:
▇. ▇▇▇▇ Price Emerging Markets Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Corporate Bond Fund
▇. ▇▇▇▇ Price Emerging Markets Local Currency Bond Fund
▇. ▇▇▇▇ Price Global High Income Bond Fund
▇. ▇▇▇▇ Price Global Unconstrained Bond Fund
▇. ▇▇▇▇ Price International Bond Fund
▇. ▇▇▇▇ Price Limited Duration Inflation Focused Bond Fund, Inc.
▇. ▇▇▇▇ Price New Income Fund, Inc.
20
▇. ▇▇▇▇ Price Personal Strategy Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Personal Strategy Balanced Fund
▇. ▇▇▇▇ Price Personal Strategy Growth Fund
▇. ▇▇▇▇ Price Personal Strategy Income Fund
▇. ▇▇▇▇ Price Short-Term Bond Fund, Inc. on behalf of:
▇. ▇▇▇▇ Price Ultra Short-Term Bond Fund
▇. ▇▇▇▇ Price Tax-Efficient Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Tax-Efficient Equity Fund
▇. ▇▇▇▇ Price U.S. Bond Enhanced Index Fund, Inc.
▇. ▇▇▇▇ Price U.S. Treasury Funds, Inc.
U.S. Treasury Intermediate Fund
U.S. Treasury Long-Term Fund
21
AMENDMENT FOURTEEN TO SECURITIES LENDING AGREEMENT
Securities Lending Cash Collateral
AMENDMENT FOURTEEN (“Amendment”), dated effective April 25, 2017 to the Securities Lending Agreement, dated as of April 11, 1995, as amended, between each of the ▇. ▇▇▇▇ Price Associates, Inc. funds listed on Appendix 4 attached hereto (each such portfolio or series, a “Lender” and collectively, the “Lenders”), and JPMorgan Chase Bank, N.A. (as successor by operation of law to The Chase Manhattan Bank, N.A.) (“Chase”) and the Indemnification Side Letter from Chase to Lender dated July 25, 2012 (collectively, the “Lending Agreement”). This Amendment shall be deemed for all purposes to constitute a separate and discrete agreement between Chase and each of the Lenders as it may be amended by the parties from time to time, and no Lender shall be responsible or liable for any of the obligations of any other Lender under this Amendment or Lending Agreement or otherwise, notwithstanding anything to the contrary contained herein. When the term “Lender” is used herein, it refers to a given Lender and not to all participating Lenders collectively.
It is hereby agreed as follows:
6. The Lending Agreement is hereby amended to substitute the attached Appendix 4 for the previous version by adding ▇. ▇▇▇▇ Price U.S. High Yield Fund on behalf of ▇. ▇▇▇▇ Price High Yield Fund, Inc.; by changing the name of ▇. ▇▇▇▇ Price Global Unconstrained Bond Fund to ▇. ▇▇▇▇ Price Dynamic Global Bond Fund on behalf of ▇. ▇▇▇▇ Price International Funds, Inc.; and by changing the name of ▇. ▇▇▇▇ Price International Growth & Income Fund to ▇. ▇▇▇▇ Price International Value Equity Fund on behalf of ▇. ▇▇▇▇ Price International Funds, Inc.
7. Except as expressly amended by this Amendment, the Lending Agreement shall remain in full force and effect in accordance with its terms.
8. All references to the Lending Agreement in the Lending Agreement or any other document executed or delivered in connection therewith shall, from and after the effective date of this Amendment, be deemed to be references to the Lending Agreement, as amended hereby, unless the context expressly requires otherwise.
9. This Amendment may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument.
10. This Amendment shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to principles of conflict of laws thereunder (except that the foregoing shall not reduce any statutory right to choose New York law or forum).
22
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above-written.
▇. ▇▇▇▇ PRICE ASSOCIATES, INC. As agent on behalf of each
| JPMORGAN CHASE BANK, NATIONAL ASSOCIATION |
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | By: /s/▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
Title: Treasurer | Title: Executive Director |
23
APPENDIX 4
▇. ▇▇▇▇ PRICE ASSOCIATES FUNDS
Equity Funds
▇. ▇▇▇▇ Price Balanced Fund, Inc.
▇. ▇▇▇▇ Price Blue Chip Growth Fund, Inc.
▇. ▇▇▇▇ Price Capital Appreciation Fund
▇. ▇▇▇▇ Price Capital Opportunity Fund, Inc.
▇. ▇▇▇▇ Price Diversified Mid-Cap Growth Fund, Inc.
▇. ▇▇▇▇ Price Dividend Growth Fund, Inc.
▇. ▇▇▇▇ Price Equity Income Fund
▇. ▇▇▇▇ Price Equity Series, Inc. on behalf of:
▇. ▇▇▇▇ Price Blue Chip Growth Portfolio
▇. ▇▇▇▇ Price Equity Income Portfolio
▇. ▇▇▇▇ Price Equity Index 500 Portfolio
▇. ▇▇▇▇ Price Health Sciences Portfolio
▇. ▇▇▇▇ Price Mid-Cap Growth Portfolio
▇. ▇▇▇▇ Price New America Growth Portfolio
▇. ▇▇▇▇ Price Personal Strategy Balanced Portfolio
▇. ▇▇▇▇ Price Financial Services Fund, Inc.
▇. ▇▇▇▇ Price Global Allocation Fund, Inc.
▇. ▇▇▇▇ Price Global Real Estate Fund, Inc.
▇. ▇▇▇▇ Price Global Technology Fund, Inc.
▇. ▇▇▇▇ Price Growth & Income Fund, Inc.
▇. ▇▇▇▇ Price Growth Stock Fund, Inc.
▇. ▇▇▇▇ Price Health Sciences Fund, Inc.
▇. ▇▇▇▇ Price Index Trust, Inc. on behalf of:
▇. ▇▇▇▇ Price Equity Index 500 Fund
▇. ▇▇▇▇ Price Extended Equity Market Index Fund
▇. ▇▇▇▇ Price Mid-Cap Index Fund
▇. ▇▇▇▇ Price Small-Cap Index Fund
▇. ▇▇▇▇ Price Total Equity Market Index Fund
▇. ▇▇▇▇ Price Institutional Equity Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Large-Cap Core Growth Fund
▇. ▇▇▇▇ Price Institutional Large -Cap Growth Fund
▇. ▇▇▇▇ Price Institutional Large-Cap Value Fund
▇. ▇▇▇▇ Price Institutional Mid-Cap Equity Growth Fund
▇. ▇▇▇▇ Price Institutional Small-Cap Stock Fund
▇. ▇▇▇▇ Price Institutional U.S. Structured Research Fund
24
▇. ▇▇▇▇ Price Institutional International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Institutional Africa & Middle East Fund
▇. ▇▇▇▇ Price Institutional Emerging Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Frontier Markets Equity Fund
▇. ▇▇▇▇ Price Institutional Global Focused Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Growth Equity Fund
▇. ▇▇▇▇ Price Institutional Global Value Equity Fund
▇. ▇▇▇▇ Price Institutional International Concentrated Equity Fund
▇. ▇▇▇▇ Price Institutional International Core Equity Fund
▇. ▇▇▇▇ Price Institutional International Growth Equity Fund
▇. ▇▇▇▇ Price International Funds, Inc. on behalf of:
▇. ▇▇▇▇ Price Africa & Middle East Fund
▇. ▇▇▇▇ Price Asia Opportunities Fund
▇. ▇▇▇▇ Price Emerging Europe Fund
▇. ▇▇▇▇ Price Emerging Markets Stock Fund
▇. ▇▇▇▇ Price Emerging Markets Value Stock Fund
▇. ▇▇▇▇ Price European Stock Fund
▇. ▇▇▇▇ Price Global Consumer Fund
▇. ▇▇▇▇ Price Global Growth Stock Fund
▇. ▇▇▇▇ Price Global Industrials Fund
▇. ▇▇▇▇ Price Global Stock Fund
▇. ▇▇▇▇ Price International Concentrated Equity Fund
▇. ▇▇▇▇ Price International Discovery Fund
▇. ▇▇▇▇ Price International Stock Fund
▇. ▇▇▇▇ Price International Value Equity Fund
▇. ▇▇▇▇ Price Japan Fund
▇. ▇▇▇▇ Price Latin America Fund
▇. ▇▇▇▇ Price New Asia Fund
T. Rowe Price Overseas Stock Fund
T. Rowe Price International Index Fund, Inc. on behalf of:
T. Rowe Price International Equity Index Fund
T. Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Media & Telecommunications Fund, Inc.
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price New America Growth Fund
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
25
T. Rowe Price Quantitative Management Funds, Inc.
T. Rowe Price QM Global Equity Fund
T. Rowe Price QM U.S. Small-Cap Growth Equity Fund
T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund
T. Rowe Price QM U.S. Value Equity Fund
T. Rowe Price Real Assets Fund, Inc.
T. Rowe Price Real Estate Fund, Inc.
T. Rowe Price Science & Technology Fund, Inc.
T. Rowe Price Small-Cap Stock Fund, Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price U.S. Large-Cap Core Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income Funds
T. Rowe Price Corporate Income Fund, Inc.
T. Rowe Price Credit Opportunities Fund, Inc.
T. Rowe Price Fixed Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price Floating Rate Fund, Inc.
T. Rowe Price Global Multi-Sector Bond Fund, Inc.
T. Rowe Price High Yield Fund, Inc., on behalf of:
T. Rowe Price U.S. High Yield Fund
T. Rowe Price Inflation Protected Bond Fund, Inc.
T. Rowe Price Institutional Income Funds, Inc., on behalf of:
T. Rowe Price Institutional Core Plus Fund
T. Rowe Price Institutional Credit Opportunities Fund
T. Rowe Price Institutional Floating Rate Fund
T. Rowe Price Institutional Global Multi-Sector Bond Fund
T. Rowe Price Institutional High Yield Fund
T. Rowe Price Institutional Long Duration Credit Fund
T. Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Bond Fund
T. Rowe Price Institutional International Bond Fund
T. Rowe Price International Funds, Inc. on behalf:
T. Rowe Price Dynamic Global Bond Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Emerging Markets Corporate Bond Fund
T. Rowe Price Emerging Markets Local Currency Bond Fund
T. Rowe Price Global High Income Bond Fund
T. Rowe Price International Bond Fund
T. Rowe Price Limited Duration Inflation Focused Bond Fund, Inc.
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T. Rowe Price New Income Fund, Inc.
T. Rowe Price Personal Strategy Funds, Inc. on behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Short-Term Bond Fund, Inc. on behalf of:
T. Rowe Price Ultra Short-Term Bond Fund
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Equity Fund
T. Rowe Price U.S. Bond Enhanced Index Fund, Inc.
T. Rowe Price U.S. Treasury Funds, Inc.
U.S. Treasury Intermediate Fund
U.S. Treasury Long-Term Fund
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