Common use of Dealer Compensation Clause in Contracts

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference and which may be modified from time to time by the Company. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully in the applicable Fund's current Prospectus. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. ("N.A.S.D."). Dealer will receive Dealer Concessions as described above on all purchase transactions in shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.'s Rules of Fair Practice, including without limitation Rule 26, the Company will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), is

Dealer Compensation. (ai) So long as In return for providing the services set forth in this Agreement is Agreement, Dealer shall be entitled to any concessions, commissions and/or sales charges set forth in effectthe Prospectus of the applicable Fund or class thereof, on purchases from which shall be calculated, accrued and paid in accordance with the terms and provisions of the applicable Distribution and/or Shareholder Servicing Plan and, to the extent not inconsistent, Schedule B to this Agreement. Dealer acknowledges and agrees that (A) with respect to Shares of any Open-End Fund, any compensation to be paid for performing distribution-related services and shareholder services shall be paid pursuant to the applicable Distribution and/or Shareholder Services Plan, and (B) with respect to Shares of any Closed-End Fund, any compensation to be paid for performing distribution-related services and/or shareholder services shall be paid pursuant to the terms described in such Fund’s Prospectus. In determining the amount payable to Dealer hereunder, the Distributor reserves the right to exclude any sales that it reasonably determines are not made in accordance with the terms of the Prospectus and/or provisions of this Agreement. (ii) Dealer acknowledges and agrees that each Fund may, without prior notice, suspend or eliminate the payment of any compensation, including payments made pursuant to Rule 12b-1 under the Investment Company Act and the Fund’s Distribution and/or Shareholder Services Plan or other dealer compensation, by amendment, sticker or supplement to the Prospectus for such Fund. The Distributor shall have no obligation to pay any compensation to Dealer for the sale of Shares of a Fund, whether pursuant to Rule 12b-1 under the Investment Company Act and the Fund’s Distribution and/or Shareholder Services Plan or otherwise, unless and until the Distributor receives the related compensation from the Fund, and the Distributor’s liability to Dealer for such payments is limited solely to the related compensation that the Distributor receives from such Fund. In the event that any payment of compensation from a Fund sold with a sales chargeto Distributor is directly or indirectly limited, restricted, prohibited or terminated for any reason, the Distributor may reduce or eliminate such fee to the extent payable to Dealer. (iii) Dealer shall receive a discount from provide to Distributor and each Fund such information as shall reasonably be requested by any of them with respect to the public offering price (a "compensation paid to Dealer Concession") at in connection with this Agreement, as well as any other information as is reasonably necessary to permit the specified percentages Board of Trustees/Directors of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference applicable Fund to consider and which may be modified make decisions relating to the applicable Distribution and/or Shareholder Servicing Plan. Dealer acknowledges that it is reasonable for Distributor and each Fund to request that Dealer provide written reports from time to time by of the Companyamounts of compensation paid to Dealer under the Agreement and the purposes for which such compensation was used. Dealer shall not receive agrees to provide any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully in the applicable Fund's current Prospectus. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. ("N.A.S.D."). Dealer will receive Dealer Concessions as described above on all purchase transactions in shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of additional information and/or materials reasonably requested by Distributor and/or a Fund whether in connection with any periodic due diligence and compliance reviews conducted by Distributor or not the transaction constitutes the exercise of the exchange or conversion privilegeFunds. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.'s Rules of Fair Practice, including without limitation Rule 26, the Company will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), is

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference Exhibit B and which may be modified from time to time by the Companya Fund. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully set forth in the applicable a Fund's current Prospectus, which are hereby incorporated herein by reference and which may be modified from time to time by a Fund. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. ("N.A.S.D.NASD"). Dealer will receive Dealer Concessions as described above on all purchase transactions in Client-shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.NASD's Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), isis in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services ("12b-1 Funds"), a monthly fee computed at the annual rate as described in Exhibit A. The fee will be paid for the period Shares of the 12b-1 Funds are held in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to Dealer and Distributor is obligated to pay such fee to Dealer only so long as the Distributor is reimbursed by such 12b-1 Funds for such fees. If any Shares sold to Dealer under the terms of this Agreement are repurchased by a Fund, or are tendered for redemption, within seven business days after the date of Distributor's confirmation of the original purchase by Dealer, Dealer shall promptly refund to Distributor the full Dealer Concession received by Dealer pursuant to Section 4(a) above or Distributor reserves the right to deduct such amount from any current or future compensation due Dealer.

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference Exhibit A and which may be modified from time to time by the Companya Fund. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully set forth in the applicable a Fund's current Prospectus, which are hereby incorporated herein by reference and which may be modified from time to time by a Fund. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. Financial Industry Regulatory Authority ("N.A.S.D.FINRA"). Dealer will receive Dealer Concessions as described above on all purchase transactions in Client-shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.FINRA's Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), isis in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services ("12b-1 Funds"), a monthly fee computed at the annual rate as described in Exhibit A. The fee will be paid for the period Shares of the 12b-1 Funds are held in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to Dealer and Distributor is obligated to pay such fee to Dealer only so long as the Distributor is reimbursed by such 12b-1 Funds for such fees. If any Shares sold to Dealer under the terms of this Agreement are repurchased by a Fund, or are tendered for redemption, within seven business days after the date of Distributor's confirmation of the original purchase by Dealer, Dealer shall promptly refund to Distributor the full Dealer Concession received by Dealer pursuant to Section 4(a) above or Distributor reserves the right to deduct such amount from any current or future compensation due Dealer.

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "“Dealer Concession"”) at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference the Fund’s Prospectus and which may be modified from time to time by the Companya Fund. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully set forth in the applicable a Fund's current ’s Prospectus, which are hereby incorporated herein by reference and which may be modified from time to time by a Fund. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. Financial Industry Regulatory Authority ("N.A.S.D."“FINRA”). Dealer will receive Dealer Concessions as described above on all purchase transactions in Client-shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.'s FINRA’s Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company 1940 Act of 1940, as amended is in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services (the "1940 Act"“12b-1 Funds”), isa monthly fee computed at the annual rate as described in the Fund’s Prospectus. The fee will be paid for the period Shares of the 12b-1 Funds are held in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to Dealer and Distributor is obligated to pay such fee to Dealer only so long as the Distributor is reimbursed by such 12b-1 Funds for such fees. If any Shares sold to Dealer under the terms of this Agreement are repurchased by a Fund, or are tendered for redemption, within seven business days after the date of Distributor’s confirmation of the original purchase by Dealer, Dealer shall promptly refund to Distributor the full Dealer Concession received by Dealer pursuant to Section 4(a) above or Distributor reserves the right to deduct such amount from any current or future compensation due Dealer.

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference Exhibit A and the Fund's prospectus and which may be modified from time to time by the Companya Fund. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully set forth in the applicable a Fund's current Prospectus, which are hereby incorporated herein by reference and which may be modified from time to time by a Fund. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities DealersFinancial Industry Regulation Authority, Inc. ("N.A.S.D.FINRA"). Dealer will receive Dealer Concessions as described above on all purchase transactions in Client-shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.FINRA's Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), isis in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services ("12b-1 Funds"), a monthly fee computed at the annual rate as described in Exhibit A and the Fund's prospectus. The fee will be paid for the period Shares of the 12b-1 Funds are held in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to Dealer and Distributor is obligated to pay such fee to Dealer only so long as the Distributor is reimbursed by such 12b-1 Funds for such fees. (c) With respect to any provision regarding Dealer compensation in this Section 4, if there is any conflict between a term of Exhibit A and a term of the applicable Fund prospectus, the term of the prospectus in effect at such time shall prevail. (d) If any Shares sold to Dealer under the terms of this Agreement are repurchased by a Fund, or are tendered for redemption, within seven business days after the date of Distributor's confirmation of the original purchase by Dealer, Dealer shall promptly refund to Distributor the full Dealer Concession received by Dealer pursuant to Section 4(a) above or Distributor reserves the right to deduct such amount from any current or future compensation due Dealer.

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference Exhibit A and the Fund's prospectus and which may be modified from time to time by the Companya Fund. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully set forth in the applicable a Fund's current Prospectus, which are hereby incorporated herein by reference and which may be modified from time to time by a Fund. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. ("N.A.S.D.NASD"). Dealer will receive Dealer Concessions as described above on all purchase transactions in Client-shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.NASD's Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), isis in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services ("12b-1 Funds"), a monthly fee computed at the annual rate as described in Exhibit A and the Fund's prospectus. The fee will be paid for the period Shares of the 12b-1 Funds are held in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to Dealer and Distributor is obligated to pay such fee to Dealer only so long as the Distributor is reimbursed by such 12b-1 Funds for such fees. (c) With respect to any provision regarding Dealer compensation in this Section 4, if there is any conflict between a term of Exhibit A and a term of the applicable Fund prospectus, the term of the prospectus in effect at such time shall prevail. (d) If any Shares sold to Dealer under the terms of this Agreement are repurchased by a Fund, or are tendered for redemption, within seven business days after the date of Distributor's confirmation of the original purchase by Dealer, Dealer shall promptly refund to Distributor the full Dealer Concession received by Dealer pursuant to Section 4(a) above or Distributor reserves the right to deduct such amount from any current or future compensation due Dealer.

Dealer Compensation. (a) So long as this Agreement is in effect, on purchases from the Company Distributor of Shares of a Fund sold with a sales charge, Dealer shall receive a discount from the public offering price (a "Dealer Concession") at the specified percentages of the public offering price set forth in those Funds' respective Prospectuses, which are hereby incorporated herein by reference and which may be modified from time to time by the Company. Dealer shall not receive any Dealer Concession with respect to certain transactions which are exempt from sales charges and will receive the reduced Dealer Concessions which correspond to the reduced sales charges applicable to certain types of transactions (e.g., transactions involving letters of intent or rights of accumulation), as described more fully in the applicable Fund's current Prospectus. Dealer shall not share or rebate any portion of such Dealer Concessions or otherwise grant any concessions, discounts or other allowances to any person who is not a broker or dealer actually engaged in the investment banking or securities business and is not a member in good standing of the National Association of Securities Dealers, Inc. ("N.A.S.D.NASD"). Dealer will receive Dealer Concessions as described above on all purchase transactions in shareholder accounts (excluding reinvestment of income dividends and capital gains distributions) for which Dealer is designated as Dealer of Record except where the Company Distributor determines that any such purchase was made with the proceeds of a redemption or repurchase of Shares of a Fund whether or not the transaction constitutes the exercise of the exchange or conversion privilege. (b) In addition to the compensation described in Section 4(a) above and subject to any limitations set forth in the N.A.S.D.NASD's Rules of Fair PracticeConduct, including without limitation Rule 262830, the Company Distributor will pay Dealer, with respect to each of the Funds for which a Distribution and Shareholder Service Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the "1940 Act"), isis in place for such Shares and under which a fee may be paid to broker-dealers for providing distribution or shareholder services ("12b-1 Funds"), a monthly fee computed at the annual rate of up to 0.25% of the average aggregate net asset value of the Shares of such 12b-1 Fund held during the period in accounts for which Dealer provides services as described in Section 3 above; provided, however, that any waiver of such fee by Distributor will apply likewise to