Common use of OVERDRAFTS OR INDEBTEDNESS Clause in Contracts

OVERDRAFTS OR INDEBTEDNESS. If there shall arise for whatever reason (other than as a result of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s custody business, the Borrower shall reimburse the Custodian on written demand the amount of the overdraft. The Custodian shall not make any loans or otherwise extend any credit to the Borrower, except that the Custodian may, in accordance with the requirements of the Loan Documents, advance funds to the Borrower to purchase, or to make payment on or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit in the Custodial Account in order to reimburse the Custodian for the amount of such advance by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed to the Custodian by the end of such Business Day, the Borrower agrees to pay to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodian, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that the Custodian shall have a continuing security interest in and right of setoff against the Account Property in the Custodial Account in the amount of such overdraft or unreimbursed advance (together with accrued and unpaid interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).

OVERDRAFTS OR INDEBTEDNESS. 5. If there shall arise for whatever reason (other than as a result Custodian should in its sole discretion advance funds on behalf of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) any Series which results in an overdraft (including, without limitation, any day-light overdraft) because the cash held by Custodian in an Account for such Series shall be insufficient to pay the total amount payable upon a purchase of Securities specifically allocated to such Series, as set forth in a Certificate, Instructions or Oral Instructions, or if an overdraft arises in the Custodial separate Account of a Series for some other reason, including, without limitation, because of a reversal of a conditional credit or the Interest Reserve Account in purchase of any currency, or if the ordinary course Fund is for any other reason indebted to Custodian with respect to a Series (except a borrowing for investment or for temporary or emergency purposes using Securities as collateral pursuant to a separate agreement and subject to the provisions of the Custodian’s custody businessSection 2 of this Article), the Borrower shall reimburse the Custodian on written demand the amount of the overdraft. The Custodian shall not make promptly notify the appropriate Fund of any loans or otherwise extend any credit to the Borrower, except that the Custodian may, in accordance with the requirements of the Loan Documents, advance funds to the Borrower to purchase, or to make payment on or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit in the Custodial Account in order to reimburse the Custodian for the amount of such advance by and the end of the Business Day on time at which such advance is madeor overdraft must be paid. To the extent that the funds advanced (Such overdraft or the overdraft provided) indebtedness shall be deemed to be a loan made by the Custodian are not reimbursed to the Custodian by the end of Fund for such Business Day, the Borrower agrees to pay to the Custodian forthwith Series payable on demand such unreimbursed amount in immediately available funds with and shall bear interest thereon, for each day from and including the date incurred at a rate per annum agreed by such amount is made available (or Fund and Custodian from time to time, or, in the overdraft provided) to the Borrower to but excluding the date absence of payment to the Custodianan agreement, at the rate set forth ordinarily charged by Custodian to its institutional customers, as such rate may be adjusted from time to time. In addition, the Fund hereby agrees that Custodian shall to the maximum extent permitted by law have a continuing lien, security interest, and security entitlement in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that the Custodian to such Securities of such Series as shall have a continuing fair market value equal to the aggregate amount of all overdrafts of, or advances to, such Series, together with accrued interest, such lien, security interest in and right of setoff against the Account Property in the Custodial Account in the amount of security entitlement to be effective only so long as such advance, overdraft, or accrued interest thereon remains outstanding. The Fund authorizes Custodian to charge any such overdraft or unreimbursed advance (indebtedness together with accrued interest due thereon against any balance of account standing to such Series’ credit on Custodian’s books; provided, however, that Custodian shall provide the Fund with two (2) business days’ advance notice before effecting any such charge, during which time the Fund shall be entitled to determine the priority order in which Securities, cash, and unpaid interestother assets are to be used to set off the outstanding balance. For avoidance of doubt, if anythe provisions of this Section do not apply to any amounts owed to Custodian pursuant to any other Section of this Agreement, thereon as specified above) until such time as the including, in particular, any amounts owed to Custodian is repaid the amount pursuant to Section 6 of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above)Article VIII of this Agreement.

OVERDRAFTS OR INDEBTEDNESS. If there shall arise the Custodian in its sole discretion advances funds into or for whatever reason (other than as a result the benefit of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s 's custody business, or there shall arise for whatever reason an overdraft in the Borrower Custodial Account in the ordinary course of the Custodian's custody business, or if the Fund is for any other reason indebted to the Custodian hereunder, the Fund shall reimburse repay the Custodian on written demand the amount of the overdraftadvance, overdraft or indebtedness plus accrued interest at a rate ordinarily charged by the Custodian to its institutional custody customers. The Except as contemplated by the immediately preceding sentence, the Custodian shall not make any loans or otherwise extend any credit to the BorrowerFund (or any Investment Holding Subsidiary or Hedging SPE). The Fund hereby grants to the Custodian a first lien and security interest in and to the Custodial Account and all Account Property now or hereafter existing or acquired or held in the Custodial Account as security for all obligations owed by the Fund or any other person to the Custodian under or pursuant to this Agreement, except and acknowledges and agrees that it has the right to grant such lien and security interest free of any right of redemption or prior claim by any other person. Each Customer hereby acknowledges and agrees that the Custodian may, has a continuing first lien and security interest in accordance with the requirements of the Loan Documents, advance funds and to the Borrower to purchase, Custodial Account and all Account Property now or to make payment on hereafter existing or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit acquired or held in the Custodial Account in order to reimburse secure all of the Custodian for the amount of such advance obligations owed by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed Customers to the Custodian by hereunder. The Custodian shall be entitled to all the end rights and remedies of such Business Daya pledgee under common law and a secured party under the UCC and any other applicable laws or regulations as then in effect; provided, however, that to the extent the Custodian shall seek payment of any sum due hereunder from the Custodial Account or the Account Property, the Borrower agrees Custodian shall first, apply all cash in the form of Dollars in the Custodial Account thereto and, thereafter, liquidate any remaining Account Property and apply the cash proceeds thereof to pay to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereonsum; provided, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodianfurther, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that the Custodian shall have a continuing not liquidate any collateral security pursuant to this Article V unless such sum is in excess of ten days past due. The Custodian's security interest in and right of setoff against the Account Property in the Custodial Account shall be a first lien and security interest subject to no setoffs, counter claims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute), and the amount Fund shall take any and all additional steps which the Custodian requires to assure itself of such overdraft priority and status, including notifying third parties of, or unreimbursed advance (together with accrued and unpaid obtaining their consent to, the Custodian's security interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).

OVERDRAFTS OR INDEBTEDNESS. If there shall arise the Custodian in its sole discretion advances funds into or for whatever reason (other than as a result the benefit of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s 's custody business, or there shall arise for whatever reason an overdraft in the Borrower Custodial Account in the ordinary course of the Custodian's custody business, or if the Fund is for any other reason indebted to the Custodian hereunder, the Fund shall reimburse repay the Custodian on written demand the amount of the overdraftadvance, overdraft or indebtedness plus accrued interest at a rate ordinarily charged by the Custodian to its institutional custody customers. The Except as contemplated by the immediately preceding sentence, the Custodian shall not make any loans or otherwise extend any credit to the BorrowerFund. The Fund hereby grants to the Custodian a first lien and security interest in and to the Custodial Account and all Account Property now or hereafter existing or acquired or held in the Custodial Account as security for all obligations owed by the Fund or any other person to the Custodian under or pursuant to this Agreement, except and acknowledges and agrees that it has the right to grant such lien and security interest free of any right of redemption or prior claim by any other person. Each Customer hereby acknowledges and agrees that the Custodian may, has a continuing first lien and security interest in accordance with the requirements of the Loan Documents, advance funds and to the Borrower to purchase, Custodial Account and all Account Property now or to make payment on hereafter existing or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit acquired or held in the Custodial Account in order to reimburse secure all of the Custodian for the amount of such advance obligations owed by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed Customers to the Custodian by hereunder. The Custodian shall be entitled to all the end rights and remedies of such Business Daya pledgee under common law and a secured party under the UCC and any other applicable laws or regulations as then in effect; provided, the Borrower agrees to pay however, that to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodian, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that extent the Custodian shall have a continuing security interest in and right seek payment of setoff against any sum due hereunder from the Custodial Account or the Account Property Property, the Custodian shall first, apply all cash in the form of Dollars in the Custodial Account thereto and, thereafter, liquidate any remaining Account Property and apply the cash proceeds thereof to such sum; provided, further, that Custodian shall not liquidate any collateral security pursuant to this Article V unless such sum is in excess of ten days past due. The Custodian's security interest in the amount Custodial Account shall be a first lien and security interest subject to no setoffs, counter-claims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute), and the Fund shall take any and all additional steps which the Custodian requires to assure itself of such overdraft priority and status, including notifying third parties of, or unreimbursed advance (together with accrued and unpaid obtaining their consent to, the Custodian's security interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).

OVERDRAFTS OR INDEBTEDNESS. If there shall arise the Custodian in its sole discretion advances funds into or for whatever reason (other than as a result the benefit of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s 's custody business, or there shall arise for whatever reason an overdraft in the Borrower Custodial Account in the ordinary course of the Custodian's custody business, or if the Fund is for any other reason indebted to the Custodian hereunder, the Fund shall reimburse repay the Custodian on written demand the amount of the overdraftadvance, overdraft or indebtedness plus accrued interest at a rate ordinarily charged by the Custodian to its institutional custody customers. The Except as contemplated by the immediately preceding sentence, the Custodian shall not make any loans or otherwise extend any credit to the BorrowerFund. The Fund hereby grants to the Custodian a first lien and security interest in and to the Custodial Account and all Account Property now or hereafter existing or acquired or held in the Custodial Account as security for all obligations owed by the Fund or any other person to the Custodian under or pursuant to this Agreement, except and acknowledges and agrees that it has the right to grant such lien and security interest free of any right of redemption or prior claim by any other person. Each Customer hereby acknowledges and agrees that the Custodian may, has a continuing first lien and security interest in accordance with the requirements of the Loan Documents, advance funds and to the Borrower to purchase, Custodial Account and all Account Property now or to make payment on hereafter existing or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit acquired or held in the Custodial Account in order to reimburse secure all of the Custodian for the amount of such advance obligations owed by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed Customers to the Custodian by hereunder. The Custodian shall be entitled to all the end rights and remedies of such Business Daya pledgee under common law and a secured party under the UCC and any other applicable laws or regulations as then in effect; provided, the Borrower agrees to pay however, that to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodian, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that extent the Custodian shall have a continuing security interest in and right seek payment of setoff against any sum due hereunder from the Custodial Account or the Account Property Property, the Custodian shall first, apply all cash in the form of Dollars in the Custodial Account thereto and, thereafter, liquidate any remaining Account Property and apply the cash proceeds thereof to such sum; provided, further that Custodian shall not liquidate any collateral security pursuant to this Article V unless such sum is in excess of ten days past due. The Custodian's security interest in the amount Custodial Account shall be a first lien and security interest subject to no setoffs, counter-claims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute), and the Fund shall take any and all additional steps which the Custodian requires to assure itself of such overdraft priority and status, including notifying third parties of, or unreimbursed advance (together with accrued and unpaid obtaining their consent to, the Custodian's security interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).

OVERDRAFTS OR INDEBTEDNESS. If there shall arise the Custodian in its sole discretion advances funds into or for whatever reason (other than as a result the benefit of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s 's custody business, or there shall arise for whatever reason an overdraft in the Custodial Account in the ordinary course of the Custodian's custody business, or if the Borrower is for any other reason indebted to the Custodian hereunder, the Borrower shall reimburse repay the Custodian on written demand the amount of the overdraftadvance, overdraft or indebtedness plus accrued interest at a rate ordinarily charged by the Custodian to its institutional custody customers. The Except as contemplated by the immediately preceding sentence, the Custodian shall not make any loans or otherwise extend any credit to the Borrower. The Borrower hereby grants to the Custodian a first lien and security interest in and to the Custodial Account and all Account Property now or hereafter existing or acquired or held in the Custodial Account as security for all obligations owed by the Borrower or any other person to the Custodian under or pursuant to this Agreement, except and acknowledges and agrees that it has the right to grant such lien and security interest free of any right of redemption or prior claim by any other person. Each Customer hereby acknowledges and agrees that the Custodian may, has a continuing first lien and security interest in accordance with the requirements of the Loan Documents, advance funds and to the Borrower to purchase, Custodial Account and all Account Property now or to make payment on hereafter existing or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit acquired or held in the Custodial Account in order to reimburse secure all of the Custodian for the amount of such advance obligations owed by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed Customers to the Custodian by hereunder. The Custodian shall be entitled to all the end rights and remedies of such Business Daya pledgee under common law and a secured party under the UCC and any other applicable laws or regulations as then in effect; provided, the Borrower agrees to pay however, that to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodian, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that extent the Custodian shall have a continuing security interest in and right seek payment of setoff against any sum due hereunder from the Custodial Account or the Account Property Property, the Custodian shall first, apply all cash in the form of Dollars in the Custodial Account thereto and, thereafter, liquidate any remaining Account Property and apply the cash proceeds thereof to such sum; provided, further that Custodian shall not liquidate any collateral security pursuant to this Article V unless such sum is in excess of ten days past due. The Custodian's security interest in the amount Custodial Account shall be a first lien and security interest subject to no setoffs, counter-claims or other liens prior to or on a parity with it in favor of any other party (other than specific liens granted preferred status by statute), and the Borrower shall take any and all additional steps which the Custodian requires to assure itself of such overdraft priority and status, including notifying third parties of, or unreimbursed advance (together with accrued and unpaid obtaining their consent to, the Custodian's security interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).

OVERDRAFTS OR INDEBTEDNESS. If there shall arise the Custodian in its sole discretion advances funds into or for whatever reason (other than as a result the benefit of the Custodian’s negligence, bad faith, willful misconduct or fraudulent action) an overdraft in the Custodial Account or the Interest Reserve Account in the ordinary course of the Custodian’s 's custody business, or there shall arise for whatever reason an overdraft in the Borrower Custodial Account in the ordinary course of the Custodian's custody business, or if the Fund is for any other reason indebted to the Custodian hereunder, the Fund shall reimburse repay the Custodian on written demand the amount of the overdraftadvance, overdraft or indebtedness plus accrued interest at a rate ordinarily charged by the Custodian to its institutional custody customers. The Except as contemplated by the immediately preceding sentence, the Custodian shall not make any loans or otherwise extend any credit to the BorrowerFund. The Fund hereby grants to the Custodian a first lien and security interest in and to the Custodial Account and all Account Property now or hereafter existing or acquired or held in the Custodial Account as security for all obligations owed by the Fund or any other person to the Custodian under or pursuant to this Agreement, except and acknowledges and agrees that it has the right to grant such lien and security interest free of any right of redemption or prior claim by any other person. Each Customer hereby acknowledges and agrees that the Custodian may, has a continuing first lien and security interest in accordance with the requirements of the Loan Documents, advance funds and to the Borrower to purchase, Custodial Account and all Account Property now or to make payment on hereafter existing or against delivery of, Eligible Assets, so long as the Borrower expects that there will be sufficient funds on deposit acquired or held in the Custodial Account in order to reimburse secure all of the Custodian for the amount of such advance obligations owed by the end of the Business Day on which such advance is made. To the extent that the funds advanced (or the overdraft provided) by the Custodian are not reimbursed Customers to the Custodian by hereunder. The Custodian shall be entitled to all the end rights and remedies of such Business Daya pledgee under common law and a secured party under the UCC and any other applicable laws or regulations as then in effect; provided, the Borrower agrees to pay however, that to the Custodian forthwith on demand such unreimbursed amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available (or the overdraft provided) to the Borrower to but excluding the date of payment to the Custodian, at the rate set forth in a separate fee letter with the Borrower in connection herewith. The parties hereto agree and acknowledge that extent the Custodian shall have a continuing security interest in and right seek payment of setoff against any sum due hereunder from the Custodial Account or the Account Property Property, the Custodian shall first, apply all cash in the form of Dollars in the Custodial Account thereto and, thereafter, liquidate any remaining Account Property and apply the cash proceeds thereof to such sum; provided, further, that Custodian shall not liquidate any collateral security pursuant to this Article V unless such sum is in the amount excess of such overdraft or unreimbursed advance (together with accrued and unpaid interest, if any, thereon as specified above) until such time as the Custodian is repaid the amount of such overdraft or advance (together with accrued and unpaid interest, if any, thereon as specified above).ten days