Common use of Deliveries of Securities Clause in Contracts

Deliveries of Securities. The Custodian shall release and deliver domestic securities owned by each Portfolio held by the Custodian or in a U.S. Securities System account of the Custodian or in the Custodian's Direct Paper book entry system account ("Direct Paper System Account") only upon receipt of Proper Instructions from the Fund with respect to the Portfolio, which may be standing instructions (other than in the case of Sections 2.2(4), 2.2(5), and 2.2(9)) when deemed appropriate by the Parties, and only in the following cases: (1) Upon sale of such securities for the account of the Portfolio and receipt of payment therefor; (2) Upon the receipt of payment in connection with any repurchase agreement related to such securities entered into by the Portfolio; (3) In the case of a sale effected through a U.S. Securities System, in accordance with the provisions of Section 2.10 hereof; (4) To the depository agent in connection with tender or other similar offers for securities of the Portfolio; (5) To the issuer thereof or its agent when such securities are called, redeemed, retired or otherwise become payable; provided that, in any such case, the cash or other consideration is to be delivered to the Custodian; (6) To the issuer thereof, or its agent, for transfer into the name of any nominee or nominees of the Custodian or into the name or nominee name of any sub-custodian appointed pursuant to Article 1; or for exchange for a different number of bonds, certificates or other evidence representing the same aggregate face amount or number of units and in the same registered form (e.g., with respect to restrictions); provided that, in any such case, the new securities are to be delivered to the Custodian; (7) Upon the sale of such securities for the account of the Portfolio, to the broker or dealer or its clearing agent, against a receipt, for examination in accordance with "street delivery" custom; provided that in any such case, the Custodian shall have no responsibility or liability for any loss arising from the delivery of such securities prior to receiving payment for such securities except as may arise from the Custodian's own negligence or willful misconduct; (8) For exchange or conversion pursuant to any plan of merger, consolidation, recapitalization, reorganization or readjustment of the securities of the issuers of such securities, or pursuant to provisions for conversion contained in such securities, or pursuant to any deposit agreement; provided that, in any such case, the new securities and cash, if any, are to be delivered to the Custodian; (9) In the case of warrants, rights or similar securities, upon the surrender thereof in the exercise of such warrants, rights or similar securities or the surrender of interim receipts or temporary securities for definitive securities; provided that, in any such case, the new securities and cash, if any, are to be delivered to the Custodian; (10) For delivery in connection with any loans of securities made by the Portfolio, but only in accordance with the terms of a securities lending agreement to which the Fund is a party; (11) For delivery as security in connection with any borrowings by the Fund on behalf of the Portfolio requiring a pledge of assets by the Portfolio, but only against receipt of amounts borrowed; (12) For delivery in accordance with the provisions of any agreement relating to the Portfolio among the Fund, the Custodian and a broker-dealer registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and a member of The National Association of Securities Dealers, Inc. ("NASD"), relating to compliance with (a) the rules of The Options Clearing Corporation and of any registered national securities exchange, or of any similar organization or organizations or (b) the rules or positions of the Securities and Exchange Commission or its staff, in each case regarding escrow or other arrangements in connection with transactions by the Portfolio; (13) For delivery in accordance with the provisions of any agreement relating to the Portfolio between the Fund and a futures commission merchant registered under the Commodity Exchange Act, relating to compliance with the rules of the Commodity Futures Trading Commission and/or any contract market, or any similar organization or organizations, and Rule 17f-6 of the 1940 Act, regarding account deposits in connection with transactions in futures contracts and options on such contracts by the Portfolio; (14) Upon receipt of instructions from the transfer agent ("Transfer Agent") for the Portfolio, for delivery to such Transfer Agent or to the Investors in connection with distributions in kind, as may be described from time to time in the Fund's currently effective registration statement on Form N-1A (which, as applicable, shall include the Fund's current prospectus and statement of additional information)(the "Registration Statement") under the 1940 Act, in satisfaction of requests by Investors for redemption or withdrawal, as the case may be; and (15) For any other proper corporate purpose, but only upon receipt of, in addition to Proper Instructions from the Fund, a certified copy of a resolution of the Fund's Board or a subcommittee of the Board signed by an officer of the Fund and certified by the Secretary or an Assistant Secretary. In the circumstances described in Sections 2.2(4), 2.2(5) and 2.2(9), if the Fund shall have given the Custodian standing instructions to do so, the Custodian also shall release and deliver domestic securities following the Custodian's receipt of notice from the issuer of the securities or a Securities System of one or more of the events described in such Section. For purposes of Section 2.2(5), the Custodian shall be deemed to have received notice (and thus to have received actual knowledge for purposes of this Agreement) from the issuer of the Securities upon publication of notice of the events described in such Section in a publication identified in Exhibit 1. Such Exhibit may be revised from time to time by notice from the Fund to the Custodian requesting the addition of a publication and such Exhibit shall be deemed amended if the Custodian does not object (which objection shall be made only if the request places an unreasonable burden on the Custodian after taking into account increased charges) to the request at a meeting of representatives of the parties to be held within ten days of its being made. Unless the parties agree otherwise, such Exhibit shall not be amended unless such meeting shall have taken place. The Custodian shall not be deemed to have received notice of any such event based solely on the receipt of notice by a Securities System or foreign sub-custodian. The Custodian agrees to furnish promptly to the Fund copies of notices it receives. 2.3

Deliveries of Securities. The Custodian shall release and deliver domestic securities owned by each Portfolio held by the Custodian or in a U.S. Securities System account of the Custodian or in the Custodian's Direct Paper book entry system account ("Direct Paper System Account") only upon receipt of Proper Instructions from the Fund with respect to the Portfolio, which may be standing instructions (other than in the case of Sections 2.2(4), 2.2(5), and 2.2(9)) when deemed appropriate by the Parties, and only in the following cases: (1) Upon sale of such securities for the account of the Portfolio and receipt of payment therefor; (2) Upon the receipt of payment in connection with any repurchase agreement related to such securities entered into by the Portfolio; (3) In the case of a sale effected through a U.S. Securities System, in accordance with the provisions of Section 2.10 hereof; (4) To the depository agent in connection with tender or other similar offers for securities of the Portfolio; (5) To the issuer thereof or its agent when such securities are called, redeemed, retired or otherwise become payable; provided that, in any such case, the cash or other consideration is to be delivered to the Custodian; (6) To the issuer thereof, or its agent, for transfer into the name of any nominee or nominees of the Custodian or into the name or nominee name of any sub-custodian appointed pursuant to Article 1; or for exchange for a different number of bonds, certificates or other evidence representing the same aggregate face amount or number of units and in the same registered form (e.g., with respect to restrictions); provided that, in any such case, the new securities are to be delivered to the Custodian; (7) Upon the sale of such securities for the account of the Portfolio, to the broker or dealer or its clearing agent, against a receipt, for examination in accordance with "street delivery" custom; provided that in any such case, the Custodian shall have no responsibility or liability for any loss arising from the delivery of such securities prior to receiving payment for such securities except as may arise from the Custodian's own negligence or willful misconduct; (8) For exchange or conversion pursuant to any plan of merger, consolidation, recapitalization, reorganization or readjustment of the securities of the issuers of such securities, or pursuant to provisions for conversion contained in such securities, or pursuant to any deposit agreement; provided that, in any such case, the new securities and cash, if any, are to be delivered to the Custodian; (9) In the case of warrants, rights or similar securities, upon the surrender thereof in the exercise of such warrants, rights or similar securities or the surrender of interim receipts or temporary securities for definitive securities; provided that, in any such case, the new securities and cash, if any, are to be delivered to the Custodian; (10) For delivery in connection with any loans of securities made by the Portfolio, but only in accordance with the terms of a securities lending agreement to which the Fund is a party; (11) For delivery as security in connection with any borrowings by the Fund on behalf of the Portfolio requiring a pledge of assets by the Portfolio, but only against receipt of amounts borrowed; (12) For delivery in accordance with the provisions of any agreement relating to the Portfolio among the Fund, the Custodian and a broker-dealer registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and a member of The National Association of Securities Dealers, Inc. ("NASD"), relating to compliance with (a) the rules of The Options Clearing Corporation and of any registered national securities exchange, or of any similar organization or organizations or (b) the rules or positions of the Securities and Exchange Commission or its staff, in each case regarding escrow or other arrangements in connection with transactions by the Portfolio; (13) For delivery in accordance with the provisions of any agreement relating to the Portfolio between the Fund and a futures commission merchant registered under the Commodity Exchange Act, relating to compliance with the rules of the Commodity Futures Trading Commission and/or any contract market, or any similar organization or organizations, and Rule 17f-6 of the 1940 Act, regarding account deposits in connection with transactions in futures contracts and options on such contracts by the Portfolio; (14) Upon receipt of instructions from the transfer agent ("Transfer Agent") for the Portfolio, for delivery to such Transfer Agent or to the Investors in connection with distributions in kind, as may be described from time to time in the Fund's currently effective registration statement on Form N-1A (which, as applicable, shall include the Fund's current prospectus and statement of additional information)(the "Registration Statement") under the 1940 Act, in satisfaction of requests by Investors for redemption or withdrawal, as the case may be; and (15) For any other proper corporate purpose, but only upon receipt of, in addition to Proper Instructions from the Fund, a certified copy of a resolution of the Fund's Board or a subcommittee of the Board signed by an officer of the Fund and certified by the Secretary or an Assistant Secretary. In the circumstances described in Sections 2.2(4), 2.2(5) and 2.2(9), if the Fund shall have given the Custodian standing instructions to do so, the Custodian also shall release and deliver domestic securities following the Custodian's receipt of notice from the issuer of the securities or a Securities System of one or more of the events described in such Section. For purposes of Section 2.2(5), the Custodian shall be deemed to have received notice (and thus to have received actual knowledge for purposes of this Agreement) from the issuer of the Securities upon publication of notice of the events described in such Section in a publication identified in Exhibit 1. Such Exhibit may be revised from time to time by notice from the Fund to the Custodian requesting the addition of a publication and such Exhibit shall be deemed amended if the Custodian does not object (which objection shall be made only if the request places an unreasonable burden on the Custodian after taking into account increased charges) to the request at a meeting of representatives of the parties to be held within ten days of its being made. Unless the parties agree otherwise, such Exhibit shall not be amended unless such meeting shall have taken place. The Custodian shall not be deemed to have received notice of any such event based solely on the receipt of notice by a Securities System or foreign sub-custodian. The Custodian agrees to furnish promptly to the Fund copies of notices it receives. 2.3.