Common use of Foreign Subcustodians and Securities Depositories Clause in Contracts

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreement, appoint (a) any bank, Corporation company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds as a Sub-custodian for purposes of holding Investments of the Corporation and/or its Funds outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Foreign Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities Investments are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Fund an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,the The Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund for which the primary market is outside the United States, and such cash and cash equivalents as are reasonably necessary, (at the direction of the Fund) to effect the Fund's transactions in such Investments, in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depositoryforeign custodian" under Rule 17f-7 17f-5 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-717f-5") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, at any time and from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” custodian under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund (including foreign currencies) of the Fund for which the primary market is outside the United States, and such cash and cash equivalents as are reasonably necessary, (at the direction of the Fund) to effect the Fund's transactions in such Investments. Such appointment of foreign Subcustodians shall be subject to approval of the Fund in accordance with Subsections 8.2.1 and 8.2.2.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Trust, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Trust in any non-U.S. Foreign Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities Investments are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Trust an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Trust as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Trust outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.5 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund on behalf of a Portfolio, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds a Portfolio in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Fund (which may be by electronic means, including via email or access to the BBH&Co. Portal) an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund on behalf of a Portfolio as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds a Portfolio outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Foreign Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities Investments are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Fund an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United StatesStates pursuant to the Delegation Schedule attached hereto.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.58.5 below. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment analysis of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5Subsection 8.2.3 of this Section. Additionally, the Custodian may, at any time and from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 under the 1940 Act or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.. Such appointment of foreign Subcustodians shall be subject to approval of the Fund in accordance with Subsections 8.2.1 and 8.2.2 hereof, and the use of non-U.S. Securities Depositories shall be subject to the terms of Subsections 8.2.3, 8.2.4 and 8.2.5 hereof. An Instruction to 38362-4 4/26/2017

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Trust, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation Trust or its Funds in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,Trust, an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreement, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation Trust or its Funds as a Sub-custodian for purposes of holding Investments of the Corporation Trust and/or its Funds outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, at any time and from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.. Such appointment of foreign Subcustodians shall be subject to approval of the Fund in accordance with Subsections 8.2.1 and 8.2.2 hereof, and use of non-U.S. Securities Depositories shall be subject to the terms of Subsections 8.2.3

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Corporation, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,Corporation, an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreement, appoint (a) any bank, Corporation corporation, company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds as a Sub-custodian for purposes of holding Investments of the Corporation and/or its Funds outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, at any time and from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.. Such appointment of foreign Subcustodians shall be subject to approval of the Fund in accordance with Subsections 8.2.1 and 8.2.2 hereof, and use of non-U.S. Securities Depositories shall be subject to the terms of Subsections 8.2.3

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section Section. 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 promulgated under the 1940 Act or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,the The Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Trust for which the primary market is outside the United States, and such cash and cash equivalents as are reasonably necessary, (at the direction of the Trust) to effect the Trust's transactions in such Investments, in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depositoryforeign custodian" under Rule 17f-7 17f-5 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-717f-5") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, at any time and from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” custodian under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Trust as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Trust (including foreign currencies) of the Trust for which the primary market is outside the United States, and such cash and cash equivalents as are reasonably necessary, (at the direction of the Trust) to effect the Trust's transactions in such Investments. Such appointment of foreign Subcustodians shall be subject to approval of the Trust in accordance with Subsections 8.2.1 and 8.2.2.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,a Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,Funds (which may be delivered electronically including via access to BBH’s proprietary website Worldview®) an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States. Such appointment of foreign Subcustodians shall be subject to approval of the Funds in accordance with Sections 8.3 and 8.4 hereof, and use of Foreign Securities Depositories shall be subject to the terms of Sections 8.5 hereof. Nothing in this Section shall relieve the Custodian of its responsibility for performance of its duties under Section 8.5 or the Delegation Schedule.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depositorySecurities Depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.2.3 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Trust, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.2.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.58.2.3 of this Section. The Custodian shall provide reports from time to time to the Trust regarding market infrastructure and developments of which the Custodian is aware. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 l7f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"l7f-7”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.58.5 below. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 l7f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(fl7(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Fund an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Foreign Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities Investments are placed with such depository, but subject to the provisions of Section 8.4 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered provided to the Corporation ,Fund an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5subsection 8.5 of this Section. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States, pursuant to the Delegation Schedule attached hereto.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Trust, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Trust in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "“eligible securities depository" ” under Rule 17f-7 promulgated under the 1940 Act, Act or any successor rule or regulation ("“Rule 17f-7"”) or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depositorySecurities Depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Trust as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Trust outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 l 7f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7l 7f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “"eligible foreign custodian” " under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f17(±) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.

Foreign Subcustodians and Securities Depositories. Unless instructed otherwise by the Corporation ,Fund, the Custodian may deposit and/or maintain non-U.S. Investments of the Corporation or its Funds Fund in any non-U.S. Securities Depository provided such Securities Depository meets the requirements of an "eligible securities depository" under Rule 17f-7 promulgated under the 1940 Act, or any successor rule or regulation ("Rule 17f-7") or which by order of the Securities and Exchange Commission is exempted therefrom. , Prior to the time that securities are placed with such depository, but subject to the provisions of Section 8.4 8.5 below, the Custodian shall have prepared or obtained from an Agent or Sub-custodian, and shall have delivered to the Corporation ,an assessment of the custody risks associated with maintaining assets with the Securities Depository and shall have established a system to monitor such risks on a continuing basis in accordance with Section 8.5. Additionally, the Custodian may, from time to time and pursuant to the provisions of Appendix E to this Agreementtime, appoint (a) any bank, Corporation trust company or other entity meeting the requirements of an “eligible foreign custodian” under Rule 17f-5 or which by order of the Securities and Exchange Commission is exempted therefrom, or (b) any bank as defined in Section 2(a)(5) of the 1940 Act meeting the requirements of a custodian under Section 17(f) of the 1940 Act and the rules and regulations thereunder, to act on behalf of the Corporation or its Funds Fund as a Sub-custodian Subcustodian for purposes of holding Investments of the Corporation and/or its Funds Fund outside the United States.