Common use of Successor Custodian Clause in Contracts

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Portfolio owing to the failure of the applicable Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver cause to be delivered to such successor custodian at the office of the Custodiancustodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio securities, funds and other properties then held by it hereunder the Sub-Custodians and shall all instruments held by the Sub-Custodians relative thereto and cause the transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a any Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver cause to be delivered at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in meets the Investment Company requirements of the 1940 Act of 1940and the rules and regulations thereunder, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all such securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities Systemproperties. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that such securities, funds and other properties remain in the possession of the Custodian or any Sub-Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains Sub-Custodians retain possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. Custodian shall also provide to the successor custodian a Fund’s records (as described in Section 13 of this Agreement) as reasonably requested by the Fund. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Portfolio owing to the failure of the applicable Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon termination, deliver to such successor custodian at the office offices of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrustees, deliver at the office offices of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, termination with respect to the applicable Fund: (i) deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall hereunder; (ii) transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System; and (iii) transfer to the successor custodian all records created and maintained by the Custodian with respect to each such Portfolio pursuant to Section 10. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fundapplicable Board, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the applicable Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Fund owing to failure of the such Fund to procure the certified copy of the vote referred to or of the applicable Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationnotice of such appointment and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, as may be applicable, all securities securities, funds and other properties of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such votetherewith. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the CustodianCustodian (or such other location as shall mutually be agreed upon by the Custodian and the applicable Fund on behalf of such Portfolio), duly endorsed and in the form for transfer, all securities securities, cash, and other assets of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian (or such other location as shall mutually be agreed upon by the Custodian and the applicable Fund on behalf of such Portfolio) and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination with respect to the applicable Fund, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" bank as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Fund owing to failure of the such Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon termination, deliver to such successor custodian at the office offices of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrustees, deliver at the office offices of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio the Fund and to transfer to an account of such successor custodian all of the securities of each such Portfolio the Fund held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Trust's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrust, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Trust's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, termination with respect to the applicable Fund: (i) deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall hereunder; (ii) transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System; and (iii) transfer to the successor custodian all records created and maintained by the Custodian with respect to each such Portfolio pursuant to Section 9. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fundapplicable Board, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the applicable Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Fund owing to failure of the such Fund to procure the certified copy of the vote referred to or of the applicable Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios a Fund shall be appointed by the Board of Trustees of the such Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities securities, funds and other properties of each applicable Portfolio Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Fund and to transfer to an account of such successor custodian all of the securities of each such Portfolio Fund held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. The Custodian shall also provide to the successor custodian a Fund’s records (as described in Section 12 of this Agreement) as reasonably requested by the Fund. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities securities, cash and other assets of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. Custodian shall also provide to the successor custodian a Fund’s records (as described in Section 13 of this Agreement) as reasonably requested by the Fund. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. Custodian shall also provide to the successor custodian a Fund’s records (as described in Section 12 of this Agreement) as reasonably requested by the Fund. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund" securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of or not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds Funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If the Board shall appoint a successor custodian for the Fundcustodian, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian Wachovia shall, upon termination, deliver to such the successor custodian at the office of the Custodiancustodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio Securities it then held by it hereunder holds under this Agreement and shall transfer to an account of the successor custodian all of the securities of each such Portfolio Fund's Securities held in a Securities Depository, Book-Entry System, Eligible Securities Depository, or Eligible Foreign Custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of Fund does not deliver to Wachovia a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such the termination shall become effective, then the Custodian Wachovia shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in BostonNew York, MassachusettsNew York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securitiesSecurities, funds monies, and other properties held by the Custodian on behalf of each applicable Portfolio Property Wachovia holds and all instruments held by the Custodian Wachovia holds relative thereto and all other property held by Property it holds under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such the successor custodian all of the securities of each such Portfolio Fund's Securities held in any Securities Depository, Book-Entry System, Eligible Securities Depository, or Eligible Foreign Custodian. Thereafter, such that bank or trust company shall be the successor of the Custodian Wachovia under this ContractAgreement. In If Property of the event that securities, funds and other properties remain Fund remains in the possession of the Custodian Wachovia after the date of termination hereof of this Agreement owing to the Fund's failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian Wachovia shall be entitled to fair compensation for its services during such the period as the Custodian Wachovia retains possession of such securities, funds and other properties the Property and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian Wachovia shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Fund shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. Unless so directed by the Certified Resolution, in no event shall the Custodian deliver the securities, funds and other properties to the Fund. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Fund, and to transfer to an account of such successor custodian all of the Fund’s securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Fund shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities investments of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities investments of each such Portfolio the Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees instruction of the Fund, deliver at the office of the Custodian and transfer Fund such securitiesinvestments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board of Trustees Fund shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, bank doing business in Boston, Massachusetts, or New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000U.S.$1.0 billion, all securitiesinvestments, funds and other properties held by the Custodian on behalf of each applicable Portfolio the Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Fund and to transfer to an account of such successor custodian all of the securities investments of each such Portfolio the Fund held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securitiesinvestments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote instruction referred to or of the Board of Trustees Fund to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesinvestments, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities securities, funds and other properties of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property of each applicable Portfolio then held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If the Board shall appoint a successor custodian for the Fundcustodian, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian Wachovia shall, upon termination, deliver to such the successor custodian at the office of the Custodiancustodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio Securities it then held by it hereunder holds under this Agreement and shall transfer to an account of the successor custodian all of the securities of each such Portfolio Fund’s Securities held in a Securities Depository, Book-Entry System, Eligible Securities Depository, or Eligible Foreign Custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of Fund does not deliver to Wachovia a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such the termination shall become effective, then the Custodian Wachovia shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in BostonNew York, MassachusettsNew York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securitiesSecurities, funds monies, and other properties held by the Custodian on behalf of each applicable Portfolio Property Wachovia holds and all instruments held by the Custodian Wachovia holds relative thereto and all other property held by Property it holds under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such the successor custodian all of the securities of each such Portfolio Fund’s Securities held in any Securities Depository, Book-Entry System, Eligible Securities Depository, or Eligible Foreign Custodian. Thereafter, such that bank or trust company shall be the successor of the Custodian Wachovia under this ContractAgreement. In If Property of the event that securities, funds and other properties remain Fund remains in the possession of the Custodian Wachovia after the date of termination hereof of this Agreement owing to the Fund’s failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian Wachovia shall be entitled to fair compensation for its services during such the period as the Custodian Wachovia retains possession of such securities, funds and other properties the Property and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian Wachovia shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Portfolio owing to the failure of the applicable Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios a Portfolio shall be appointed by the Board of Trustees of the Fund's Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and other instruments of each applicable such Portfolio then held by it hereunder and hereunder, shall transfer to an account of the successor custodian all of the securities of each such the Portfolio held in a Securities SystemSystem and otherwise shall use its best efforts to assist the Fund in completing a timely transfer of its responsibilities as custodian to the successor custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund's Board, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Fund's Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in BostonNew York, MassachusettsNew York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,00050,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable a Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable the Portfolio and to transfer to an account of such successor custodian all of the securities of each such the Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain property remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Fund's Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties property and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect. 16.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Company shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio the Company then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Company held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundBoard, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 1940Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio the Company and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio the Company and to transfer to an account of such successor custodian all of the securities of each such Portfolio the Company held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder for the Fund and shall transfer to an account separate accounts of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "'bank" ' as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts1940 Act, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000100,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio for the Fund and to transfer to an account separate accounts of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Company’s securities of each such Portfolio held in a Securities SystemSystem or at an Underlying Transfer Agent. Custodian shall also provide to the successor custodian the Company’s records (as described in Section 11 of this Agreement) as reasonably requested by the Company. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, company of its own selection (which is bank or trust company shall be a "“bank" ” as defined in the Investment Company 1940 Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,000), all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Company and to transfer to an account of such successor custodian all of the Company’s securities of each such Portfolio held in any Securities SystemSystem or at an Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services as provided herein during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof or the inability of the Custodian to continue to serve hereunder, the Fund shall pay to State Street such compensation as may be due for services through the date of such termination and shall likewise reimburse State Street for its costs, expenses and disbursements incurred prior to such termination in accordance with paragraph 6-B of section II hereof and such reasonable costs, expenses and disbursements as may be incurred by State Street in connection with such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be Successor Custodian is appointed by the Board board of Trustees directors of KCF in accordance with section l(b) of Article V of the Fund's Trust Agreement, the Custodian as amended, State Street shall, upon termination, deliver to such successor custodian Successor Custodian at the office of the CustodianState Street, duly properly endorsed and in the proper form for transfer, all securities then held hereunder, all cash and other assets of each applicable Portfolio then the Fund deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be Successor Custodian is appointed, the Custodian State Street shall, in like mannermanner at its office, upon receipt of a certified copy of a vote resolution of the Board shareholders pursuant to section l(b) of Trustees Article V of the Fund's Trust Agreement, as amended, deliver at the office of the Custodian and transfer such securities, funds cash and other properties in accordance with such voteresolutions. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in Boston, Massachusetts, Massachusetts of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,0005,000,000, all securities, funds cash and other properties held by the Custodian on behalf of each applicable Portfolio State Street and all instruments held by the Custodian State Street and all instruments held by it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor Successor of State Street under this Agreement and subject to the restrictions, limitations and other requirements of the Custodian under this ContractFund's Trust Agreement and By-Laws, both as amended. In the event that securities, funds funds, and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Board KCF's board of Trustees directors to appoint a successor custodianSuccessor Custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fundassets, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrust, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Funds shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. Custodian shall also provide to the successor custodian a Fund’s records (as described in Section 13 of this Agreement) as reasonably requested by the Fund. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Fund, and to transfer to an account of such successor custodian all of the securities of each such Portfolio Fund held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination with respect to the applicable Fund or Portfolio, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Fund or Portfolio owing to the failure of the relevant Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If Upon the appointment of a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundcustodian, the Custodian shall, upon terminationtermination and receipt of Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Borrower’s securities of each such Portfolio held in a Securities SystemSystem or at an Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundInstructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteInstructions. In the event that no written order Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effectiveCustodian, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in BostonNew York, MassachusettsNew York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all of the Borrower’s securities of each such Portfolio held in any Securities SystemSystem or at an Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Borrower, Managing Member or Manager to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the FundTrust, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company 1940 Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemContract. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing owning to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian State Street shall, upon termination, deliver to such successor custodian at the office of the CustodianState Street, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian State Street shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian State Street and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian State Street on behalf of each applicable Portfolio and all instruments held by the Custodian State Street relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian State Street under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian State Street retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the FundTrust, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all cash, securities and any earned income associated with those securities (as received) of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrust, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed for a Portfolio by the Board of Trustees of the Fundits Board, the Custodian State Street shall, upon terminationtermination of this Agreement and receipt of Proper Instructions, deliver to such the successor custodian at the office of the CustodianState Street, duly endorsed and in the form for transfer, all cash and all securities and other financial assets of each applicable the Portfolio then held by it State Street hereunder and shall transfer to an account of the successor custodian all of the securities and other financial assets of each such the Portfolio held in a U.S. Securities SystemSystem or Foreign Securities System or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian State Street shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian State Street and transfer such securities, funds the cash and the securities and other properties financial assets of the Portfolio in accordance with such votethe Proper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio State Street hereunder and all instruments held by the Custodian State Street relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Trust, and to transfer to an account of such successor custodian all of the Trust’s securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian State Street under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian State Street retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemContract. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Fund shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a Securities SystemSystem or at the Underlying Transfer Agent. If Upon termination, if no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. Unless so directed by the Proper Instructions, in no event shall the Custodian deliver the securities, funds and other properties to the Fund. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangement shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, with such bank or trust company being among the top ten institutions in terms of not less than $25,000,000assets under custody in the United States according to reasonably acceptable industry rankings, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Fund, and to transfer to an account of such successor custodian all of the Fund’s securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees provide Proper Instructions to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be is appointed by the Board of Trustees of the FundTrust, the Custodian shallwill, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and other assets of each applicable Portfolio the Trust then held by it hereunder and shall transfer hereunder. The Custodian will also deliver to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, copies of such books and records relating to the Trust as the Trust and Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such votemay mutually agree. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall will have been delivered to the Custodian on or before the date when such termination shall will become effective, then the Custodian shall will have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, company of its own selection, doing business in the state in which either the principal place of business of the Trust or the Custodian is located and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, profits of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall will be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to to, or of the Board of Trustees to appoint a successor custodian, the Custodian shall will be entitled to fair compensation for its services during such period as the Custodian retains and retain possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall will remain in full force and effect.

Successor Custodian. Upon termination hereof or the inability of State Street to continue to serve hereunder, the Fund shall pay to State Street such compensation as may be due for services through the date of such termination and shall likewise reimburse State Street for its costs, expenses and disbursements incurred prior to such termination in accordance with paragraph 6-B of Section II hereof and such reasonable costs, expenses and disbursements as may be incurred by State Street in connection with such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be Successor Custodian is appointed by the Board of Trustees of the Fund in accordance with the Fund's Declaration of Trust, the Custodian as amended, State Street shall, upon termination, deliver to such successor custodian Successor Custodian at the office of the CustodianState Street, duly properly endorsed and in the proper form for transfer, all securities then held hereunder, all cash and other assets of each applicable Portfolio then the Fund deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be Successor Custodian is appointed, the Custodian State Street shall, in like mannermanner at its office, upon receipt of a certified copy of a vote resolution of the Board of Trustees of shareholders pursuant to the Fund's Declaration of Trust and By-Laws, as amended, deliver at the office of the Custodian and transfer such securities, funds cash and other properties in accordance with such voteresolutions. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in Boston, Massachusetts, Massachusetts of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,0005,000,000, all securities, funds cash and other properties held by the Custodian on behalf of each applicable Portfolio State Street and all instruments held by the Custodian it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor Successor of State Street under this Agreement and subject to the restrictions, limitations and other requirements of the Custodian under this ContractFund's Declaration of Trust and By-Laws, both as amended. In the event that securities, funds funds, and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Board of Fund's Trustees to appoint a successor custodianSuccessor Custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of or not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds Funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, or of one or more of the Portfolios Portfolios, shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the FundCompany, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all each of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the FundCompany, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000100,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the each Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under and pursuant to this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver cause to be delivered to such successor custodian at the office of the Custodiancustodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio securities, funds and other properties then held by it hereunder the Sub-Custodians and shall all instruments held by the Sub-Custodians relative thereto and cause the transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a any Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver cause to be delivered at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in meets the Investment Company requirements of the 1940 Act of 1940and the rules and regulations thereunder, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all such securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities Systemproperties. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that such securities, funds and other properties remain in the possession of the Custodian or any Sub- Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains Sub-Custodians retain possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "‘‘bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Portfolio owing to the failure of the applicable Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Trust’s securities of each such Portfolio held in a Securities SystemSystem or at an Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, company of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all of the Trust’s securities of each such Portfolio held in any Securities SystemSystem or at an Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios any Portfolio shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts1940 Act, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to the failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundBoard, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof or the inability of State Street to continue to serve hereunder, the Fund shall pay to State Street such compensation as may be due for services through the date of such termination. The Fund shall likewise reimburse State Street for its costs, expenses and disbursements incurred prior to such termination in accordance with paragraph 7B hereof and such reasonable costs, expenses and disbursements as may be incurred by State Street in connection with such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be Successor Custodian is appointed by the Board of Trustees of the Fund in accordance with the Fund's Declaration of Trust, the Custodian State Street shall, upon termination, deliver to such successor custodian Successor Custodian at the office of the CustodianState Street, duly properly endorsed and in the proper form for transfer, all securities then held hereunder, all cash and other assets of each applicable Portfolio then the Fund deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be Successor Custodian is appointed, the Custodian State Street shall, in like mannermanner at its office, upon receipt of a certified copy of a vote resolution of the Board of Trustees of shareholders pursuant to the Fund's Declaration of Trust and By-Laws, as amended, deliver at the office of the Custodian and transfer such securities, funds cash and other properties in accordance with such voteresolutions. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in Boston, Massachusetts, Massachusetts of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,0005,000,000, all securities, funds cash and other properties held by the Custodian on behalf of each applicable Portfolio State Street and all instruments held by the Custodian it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor Successor of State Street under this Agreement and subject to the restrictions, limitations and other requirements of the Custodian under this ContractFund's Declaration of Trust and By-Laws, both as amended. In the event that securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof hereof, owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Fund's Board of Trustees to appoint a successor custodianSuccessor Custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesperiod, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, as amended, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemContract. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Fund shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement, and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be is appointed by the Board of Trustees of the Fund, the Custodian shallwill, upon termination, deliver to such the successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio securities, funds and other properties then held by it hereunder pursuant to this Agreement, and shall will transfer to an account of the successor custodian all of the Portfolio's securities of each such Portfolio held in a Securities System. The Custodian will use its best efforts to assure that the successor custodian will continue any subcustodian agreement entered into by the Custodian and any subcustodian on behalf of the Portfolio. If no such successor custodian shall is to be appointed, the Custodian shallwill make the securities, in like manner, funds and other properties available as above to the Portfolio upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that If no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been is delivered to the Custodian on or before the effective date when such termination shall become effectiveof the termination, then the Custodian shall will have the right to deliver make delivery to a bank or trust company, which is a "bank" (as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, ) or trust company of its own selection, selection having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by which will become the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it successor custodian under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that the securities, funds and other properties remain in the possession of the Custodian after the termination date of termination hereof owing due to failure of by the Fund Portfolio to procure the certified copy of the appropriate vote referred to or of the Board of Trustees to appoint a successor custodianTrustees, the Custodian shall will be entitled to fair compensation for its services during such the period as the Custodian during which it retains possession of such securitiesthe property, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall will remain in full force force. If during the term of this Agreement the Portfolio is liquidated pursuant to law, the Custodian will distribute the remaining assets of the Portfolio after satisfying all expenses and effectliabilities of the Portfolio. Such distributions will be pro rata among the Portfolio's shareholders as certified by the Transfer Agent, and will be in cash or, if the Portfolio so orders, in portfolio securities. Section 10 (Responsibility of Custodian) will survive any termination of this Agreement.

Successor Custodian. Upon termination hereof or the inability of State Street to continue to serve hereunder, the Trust shall pay to State Street such compensation as may be due for services through the date of such termination and shall likewise reimburse State Street for its costs, expenses and disbursements incurred prior to such termination in accordance with paragraph 7B hereof and such reasonable costs, expenses and disbursements as may be incurred by State Street in connection with such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be Successor Custodian is appointed by the Board of Trustees of the FundTrust in accordance with the Trust's Declaration of Trust, the Custodian as amended, State Street shall, upon termination, deliver to such successor custodian Successor Custodian at the office of the CustodianState Street, duly properly endorsed and in the proper form for transfer, all securities then held hereunder, all cash and other assets of each applicable Portfolio then the Trust deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be Successor Custodian is appointed, the Custodian State Street shall, in like mannermanner at its office, upon receipt of a certified copy of a vote resolution of the Board shareholders pursuant to the Trust's Declaration of Trustees of the FundTrust and By-Laws, as amended, deliver at the office of the Custodian and transfer such securities, funds cash and other properties in accordance with such voteresolutions. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in Boston, Massachusetts, Massachusetts of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,0005,000,000, all securities, funds cash and other properties held by the Custodian on behalf of each applicable Portfolio State Street and all instruments held by the Custodian it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor Successor of State Street under this Agreement and subject to the restrictions, limitations and other requirements of the Custodian under this ContractTrust's Declaration of Trust and By-Laws, both as amended. In the event that securities, funds funds, and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote above referred to to, or of the Trust's Board of Trustees to appoint a successor custodianSuccessor Custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesperiod, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Funds or Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof with respect to any Portfolio owing to the failure of the applicable Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, as amended, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemContract. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination term- ination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundManagers, the Custodian shall, upon terminationthe termination of this Contract and at the cost of the Fund, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio securities, funds and other properties then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteSystems. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board of Trustees Managers shall have been delivered to the Custodian on or before the date when such any termination of this Contract shall become effective, then the Custodian shall have the right to deliver at the cost of the Fund to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts1940 Act, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio the Fund held in any Securities SystemSystems. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract, and the Custodian shall have no further liability hereunder, except as otherwise specifically provided by this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote resolution referred to or of the Board of Trustees Managers to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect. If while this Contract is in force the Fund shall be liquidated pursuant to law, the Custodian shall distribute, either in cash or (if the Fund so orders) in the portfolio securities and other assets of the Fund, pro rata among the holders of Interests of the Fund as certified by the Fund, the property of the Fund which remains after paying or satisfying all expenses and liabilities of the Fund.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and other assets of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities and other assets of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, promptly deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and funds, as well as all books and records, of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and promptly transfer such securities, funds funds, books and records, and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. The Custodian agrees to cooperate with the successor custodian and the Fund in the execution of documents and performance of other actions necessary or desirable in order to substitute the successor custodian for the Custodian. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian Custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and Proper Instructions, deliver to such successor custodian Custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian Custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian Custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, such Fund deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order Proper Instructions designating a successor custodian Custodian or certified copy of a vote of the applicable Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian Custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to provide Proper Instructions as aforesaid or to procure the certified copy of the vote referred to or of the applicable Board of Trustees to appoint a successor custodianCustodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof or the inability of Provident to continue to serve hereunder, the Fund shall pay to Provident such compensation as may be due for services through the date of such termination and shall likewise reimburse Provident for its costs, expenses and disbursements incurred prior to such termination in accordance with paragraph 7B hereof and such reasonable costs, expenses and disbursements as may be incurred by Provident in connection with such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be Successor Custodian is appointed by the Board of Trustees of the Fund in accordance with the Fund's Declaration of Trust, the Custodian Provident shall, upon termination, deliver to such successor custodian Successor Custodian at the office of the CustodianProvident, duly properly endorsed and in the proper form for transfer, all securities then held hereunder, all cash and other assets of each applicable Portfolio then the Fund deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be Successor Custodian is appointed, the Custodian Provident shall, in like mannermanner at its office, upon receipt of a certified copy of a vote resolution of the Board of Trustees of shareholders pursuant to the Fund's Declaration of Trust and By-Laws, as amended, deliver at the office of the Custodian and transfer such securities, funds cash and other properties in accordance with such voteresolutions. In the event that no written order designating a successor custodian Successor Custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian Provident on or before the date when such termination shall become effective, then the Custodian Provident shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in BostonCincinnati, Massachusetts, Ohio of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, of not less than $25,000,0005,000,000, all securities, funds cash and other properties held by the Custodian on behalf of each applicable Portfolio Provident and all instruments held by the Custodian it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor Successor of Provident under this Agreement and subject to the restrictions, limitations and other requirements of the Custodian under this ContractFund's Declaration of Trust and By-Laws. In the event that securities, funds funds, and other properties remain in the possession of the Custodian Provident after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Fund's Board of Trustees to appoint a successor custodianCustodian, the Custodian Provident shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian Provident shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Portfolio's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Portfolio's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointedappointed and the Fund elects to hold or maintain its assets in its own custody to the extent and in the manner provided by the 1940 Act, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fundevidencing such determination, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the a Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,00050,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio Portfolio(s) and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. 52 Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, Trust or of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the CustodianCustodian all property of the Trust then held by it hereunder and, in the case of securities, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. The Custodian shall take all reasonable steps to assist in the transfer of the assets of the applicable Portfolios to the successor custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundBoard, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsNew York City, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Directors/Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Directors/Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Directors/Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and other assets of each applicable Portfolio then held by it hereunder and it, its agents, or subcustodians hereunder, shall transfer to an account of the successor custodian or subcustodian all of the securities of each such Portfolio held in a Securities System, and shall cause all securities held by subcustodians to be transferred to the accounts of the successor custodian or its subcustodian, as the successor custodian may direct. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts1940 Act, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian Custodian, or in Custodian's account with a U.S. Securities System, after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities securities, funds and other properties and all records of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds ftmds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationnotice of such appointment and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, as may be applicable, all securities securities, funds and other properties of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities SystemSystem or at the Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such votetherewith. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, Massachusetts of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the any Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be is appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and other assets of each applicable Portfolio then held by it hereunder and hereunder. The Custodian shall transfer also deliver to an account of the such successor custodian all copies of such books and records relating to each Portfolio including but not limited to the securities records required to be maintained by the Custodian in accordance with the Investment Company Act of each such Portfolio held in a Securities System1940. If no such successor custodian shall be is appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrust, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, company of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the a vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Terminated Portfolios shall be have been appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon terminationreceipt of a notice of acceptance by the successor custodian, on such specified date of termination (i) deliver directly to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio (other than securities held in a Securities System) and cash then owned by the benefit of the Terminated Portfolios and held by the Custodian as custodian, and (ii) transfer any securities held in a Securities System to an account of or for the Terminated Portfolios at the successor custodian, provided that the Trust on behalf of the Terminated Portfolios shall have paid to the Custodian all fees, expenses and other amounts to the payment or reimbursement of which it shall then be entitled. If no Upon such successor custodian shall be appointeddelivery and transfer, the Custodian shall, in like manner, upon receipt shall be relieved of a certified copy of a vote of all obligations under this Agreement with respect to the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteTerminated Portfolios. In the event that no written order designating If a successor custodian or certified copy of a vote of is not designated by the Board of Trustees shall have been delivered to the Custodian Trust on or before the date when such of termination shall become effectivespecified pursuant to Section 9.2, then the Custodian shall have the right to deliver to a bank or trust companycompany of its own selection, which (i) is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an (ii) has aggregate capital, surplus, surplus and undivided profits, profits as shown by on its last published report, then most recent public report of not less than $25,000,00025 million, and (iii) is doing business in New York, New York, all securities, funds cash and other properties property held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all or for the benefit of the Terminated Portfolios at such bank or trust company all securities of each such Portfolio the Terminated Portfolios held in any a Securities System. ThereafterUpon such delivery and transfer, such bank or trust company shall be the successor of custodian for the Custodian Terminated Portfolios under this Contract. In the event that securities, funds Agreement and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled relieved of all obligations with respect to fair compensation for its services during such period as the Terminated Portfolios under this Agreement. If, after reasonable inquiry, the Custodian retains possession of such securitiescannot find a successor custodian as contemplated in this Section 9.3, funds and other properties and the provisions of this Contract relating to the duties and obligations of then the Custodian shall remain have the right to deliver to the Trust all securities and cash of the Terminated Portfolios and to transfer any securities held in full force a Securities System to an account of or for the benefit of the Trust. Thereafter, the Trust shall be deemed to be its own custodian with respect to the securities, cash and effectother assets of the Terminated Portfolios and the Custodian shall be relieved of all obligations with respect to the Terminated Portfolios under this Agreement.

Successor Custodian. If a successor custodian for the Fund, of one or more of the ------------------- Portfolios shall be appointed by the Board of Trustees of the FundBoard, the Custodian State Street shall, upon termination, deliver to such successor custodian at the office of the CustodianState Street, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian State Street shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundCertified Resolution, deliver at the office of the Custodian State Street and transfer such securities, funds and other properties in accordance with such voteresolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Certified Resolution shall have been delivered to the Custodian State Street on or before the date when such termination shall become effective, then the Custodian State Street shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian State Street on behalf of each applicable Portfolio and all instruments held by the Custodian State Street relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian State Street under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian State Street after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian State Street shall be entitled to fair compensation for its services during such period as the Custodian State Street retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian State Street shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the FundCompany, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities and funds of each applicable Portfolio then than held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the FundCompany, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemPortfolio. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrustees, the Custodian shall, upon termination, deliver to such successor custodian at the office offices of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrustees, deliver at the office offices of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio the Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio the Fund and to transfer to an account of such successor custodian all of the securities of each such Portfolio the Fund held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "“bank" ” as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, all securities duly endorsed and in the form for transfer, all securities of each applicable Portfolio other property then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities System. If this Contract is terminated and no such successor custodian shall be appointed, the Custodian shall, in like manner, as directed by vote of the holders of a majority of the outstanding shares of the stock of the Corporation or upon receipt of a certified copy of a vote or resolution of the Board of Trustees Directors of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties of the Fund then held by it hereunder and in accordance with such votevote or resolution. In the event that no written order designating a successor custodian or certified copy of a vote of the Fund's Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties of the Fund remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure deliver to the Custodian the written order or certified copy of the vote referred to above, or of the Fund's Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundapplicable Board, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver System or at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteUnderlying Transfer Agent. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Portfolio, and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemSystem or at the Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Certified Resolution to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusettsthe State of Connecticut, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees Directors of the FundCompany, the Custodian shall, upon termination, termination deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all each of the Fund's securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, shall in like manner, upon receipt of a certified copy of a vote of the Board of Trustees Directors of the FundCompany, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees Directors shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published list published, report, of not less than $25,000,000100,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the each Fund's securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under and pursuant to this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. Upon termination hereof Service Corp. or the Fund, as applicable, shall pay to the Bank such compensation (including reimbursement of expenses) as may be due as of the date of such termination. If a successor custodian for the Fund, of one or more of the Portfolios shall be is appointed by the Board of Trustees of the FundFund in accordance with its Declaration of Trust, the Custodian shall, Bank shall upon termination, deliver to such successor custodian at the office of the CustodianBank, duly endorsed and in the form for transfer, all securities then held hereunder and all funds or other properties of each applicable Portfolio then the Fund deposited with or held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities Systemhereunder. If no such successor custodian shall be is appointed, the Custodian Bank shall, in like manner, at its office, upon receipt of a certified copy of a vote resolution of the Board of Trustees of shareholders pursuant to the Fund's Declaration of Trust, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote resolution of the Board of Trustees shareholders shall have been delivered to the Custodian Bank on or before the date when such termination shall become effective, then the Custodian Bank shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, company doing business in BostonCincinnati, MassachusettsOhio or Dayton, Ohio of its own selection, having an aggregate capital, surplus, surplus and undivided profits, as shown by its last published report, report of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio Bank and all instruments held by the Custodian Bank and all instruments held by it relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities SystemAgreement. Thereafter, such bank or trust company shall be the successor of the Custodian Bank under this ContractAgreement. In the event that securities, funds funds, and other properties remain in the possession of the Custodian Bank after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote above referred to to, or of the Board of Trustees to appoint a successor custodian, the Custodian Bank shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian Bank shall remain in full force and effect.

Successor Custodian. If a successor custodian for the FundTrust, of one or more of the Portfolios shall be appointed by the Board of Trustees of the FundTrust, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundTrust, deliver at the office of the Custodian and transfer such securities, funds Trusts and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds Trusts and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds Trusts and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds Trusts and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fundfor a Trust, the Custodian shall, upon terminationtermination and receipt of Proper Instructions, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the applicable Trust’s securities of each such Portfolio held in a Securities SystemSystem or at an Underlying Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instructions, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instructions. In the event that no written order Proper Instructions designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, company of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all of the such Trust’s securities of each such Portfolio held in any Securities SystemSystem or at an Underlying Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund any Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodianprovide Proper Instructions as aforesaid, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Account shall be appointed by the Board of Trustees of the FundCompany, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities investments of each applicable Portfolio the Account then held by it hereunder and shall transfer to an account of the successor custodian all of the securities investments of each such Portfolio the Account held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote an instruction of the Board of Trustees of the FundCompany, deliver at the office of the Custodian and transfer such securitiesinvestments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board of Trustees Company shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, bank doing business in Boston, Massachusetts, the United States (including any state) of its own selection, selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, 10,000,000 all securitiesinvestments, funds and other properties held by the Custodian on behalf of each applicable Portfolio the Account and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all of the securities investments of each such Portfolio the Account held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securitiesinvestments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Company to procure the certified copy of the vote instruction referred to or of the Board of Trustees Company to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesinvestments, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, Trust or of one or more of the Portfolios Funds shall be appointed by the Board of Trustees of the FundBoard, the Custodian shall, upon termination, deliver to such successor custodian at the office of the CustodianCustodian all property of the Trust then held by it hereunder and, in the case of securities, duly endorsed and in the form for transfer, all securities of each applicable Portfolio Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio Fund held in a Securities System. The Custodian shall take all reasonable steps to assist in the transfer of the assets of the applicable Funds to the successor custodian. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundBoard, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsNew York City, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio Fund and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio Fund and to transfer to an account of such successor custodian all of the securities of each such Portfolio Fund held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Trust to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a U.S. Securities SystemSystem or at the Xxxxxxxx Transfer Agent. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in Boston, MassachusettsMassachusetts or New York, New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio and to transfer to an account of such successor custodian all of the securities of each such Portfolio held in any U.S. Securities SystemSystem or at the Xxxxxxxx Transfer Agent. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services (at a rate not greater than the rate of compensation in effect immediately prior to termination) during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios shall be appointed by the Board of Trustees of the Fund, the Custodian U.S. Trust shall, upon termination, deliver to such successor custodian at the office of the Custodiancustodian, duly endorsed and in the form for transfer, all securities of each applicable Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such Portfolio held in a Securities Depository or Book Entry System. If no such successor custodian shall be appointed, the Custodian U.S. Trust shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the Fund, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board of Trustees shall have been delivered to the Custodian U.S. Trust on or before the date when such termination shall become effective, then the Custodian U.S. Trust shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 19401940 Act, doing business in BostonNew York, MassachusettsNew York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio U.S. Trust and all instruments held by the Custodian U.S. Trust relative thereto and all other property held by it under this Contract on behalf of each applicable Portfolio Agreement and to transfer to an account of such successor custodian all of the Fund's securities of each such Portfolio held in any Securities Depository or Book Entry System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securities, funds and other properties remain in the possession of the Custodian U.S. Trust after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees Directors to appoint a successor custodian, the Custodian U.S. Trust shall be entitled to fair compensation for its services during such period as the Custodian U.S. Trust retains possession of such securities, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian U.S. Trust shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Portfolio shall be appointed by the Board of Trustees of the FundPortfolio, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities investments of each applicable the Portfolio then held by it hereunder and shall transfer to an account of the successor custodian all of the securities investments of each such the Portfolio held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote instruction of the Board of Trustees of the FundPortfolio, deliver at the office of the Custodian and transfer Portfolio such securitiesinvestments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board of Trustees Portfolio shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, bank doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000100,000,000, all securitiesinvestments, funds and other properties held by the Custodian on behalf of each applicable the Portfolio and all instruments held by the Custodian relative thereto and all other property held by it under this Contract on behalf of each applicable the Portfolio and to transfer to an account of such successor custodian all of the securities investments of each such the Portfolio held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this Contract. In the event that securitiesinvestments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Portfolio to procure the certified copy of the vote instruction referred to or of the Board of Trustees Portfolio to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesinvestments, funds and other properties and the provisions of this Contract relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Fund shall be appointed by the Board of Trustees of the FundSponsor, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities securities, funds and other properties of each applicable Portfolio the Fund then held by it hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio the Fund held in a U.S. Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote of the Board of Trustees of the FundProper Instruction, deliver at the office of the Custodian and transfer such securities, funds and other properties in accordance with such voteProper Instruction. In the event that no written order Proper Instruction designating a successor custodian or certified copy of a vote of the Board of Trustees alternative arrangements shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to (i) the applicable Fund, or (ii) a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, doing business in Boston, Massachusetts, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000, all securities, funds and other properties held by the Custodian on behalf of each applicable Portfolio hereunder and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Fund, and to transfer to an account of such successor custodian all of the Fund’s securities of each such Portfolio held in any U.S. Securities System. The Custodian shall have no liability for any such delivery. Thereafter, in the case of clause (ii) above, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securities, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board of Trustees to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securities, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Successor Custodian. If a successor custodian for the Fund, of one or more of the Portfolios Partnership shall be appointed by the Board of Trustees of the FundGeneral Partner, the Custodian shall, upon termination, deliver to such successor custodian at the office of the Custodian, duly endorsed and in the form for transfer, all securities investments of each applicable Portfolio the Partnership then held by it hereunder and shall transfer to an account of the successor custodian all of the securities investments of each such Portfolio the Partnership held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a certified copy of a vote instruction of the Board of Trustees of the FundGeneral Partner, deliver at the office of the Custodian and transfer Partnership such securitiesinvestments, funds and other properties in accordance with such voteinstruction. In the event that no written order designating a successor custodian or certified copy of a vote an instruction of the Board of Trustees General Partner shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the Investment Company Act of 1940, bank doing business in Boston, Massachusetts, or New York, of its own selection, having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $25,000,000U.S.$1.0 billion, all securitiesinvestments, funds and other properties held by the Custodian on behalf of each applicable Portfolio the Partnership and all instruments held by the Custodian relative thereto and all other property held by it under this Contract Agreement on behalf of each applicable Portfolio the Partnership and to transfer to an account of such successor custodian all of the securities investments of each such Portfolio the Partnership held in any Securities System. Thereafter, such bank or trust company shall be the successor of the Custodian under this ContractAgreement. In the event that securitiesinvestments, funds and other properties remain in the possession of the Custodian after the date of termination hereof owing to failure of the Fund Partnership or General Partner to procure the certified copy of the vote instruction referred to or of the Board of Trustees Partnership or General Partner to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such securitiesinvestments, funds and other properties and the provisions of this Contract Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.