Common use of Successor Custodian Clause in Contracts

Successor Custodian. If a successor custodian for one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon 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; (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 applicable 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 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 1940 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 such Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon 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; (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 109. 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 applicable 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 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 1940 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 such Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios a Portfolio shall be appointed by the applicable Fund's Board, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) , shall transfer to an account of the successor custodian all of the securities of each such the Portfolio held in a Securities System; System and (iii) otherwise shall use its best efforts to assist the Fund in completing a timely transfer of its responsibilities as custodian to the successor custodian all records created and maintained by the Custodian with respect to each such Portfolio pursuant to Section 10custodian. 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 applicable 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 applicable Fund's Board 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 1940 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Fund's Board 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.

Successor Custodian. If a successor custodian for one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) 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 System; and (iii) transfer System or at an Underlying Transfer Agent. Custodian shall also provide to the successor custodian all the Company’s records created and maintained (as described in Section 11 of this Agreement) as reasonably requested by the Custodian with respect to each such Portfolio pursuant to Section 10Company. 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 applicable BoardProper 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 applicable Board 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 1940 Act, doing business in Boston, Massachusetts, of its own selection, Act 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 with respect to any Fund owing to failure of such Fund the Company to procure the certified copy of the vote referred to or of the applicable Board 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. If a successor custodian for one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) 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; and (iii) transfer System or at the Underlying Transfer Agent. Custodian shall also provide to the successor custodian all a Fund’s records created and maintained (as described in Section 13 of this Agreement) as reasonably requested by the Custodian with respect to each such Portfolio pursuant to Section 10Fund. 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 applicable BoardProper 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 applicable Board 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 1940 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 with respect to any Fund owing to failure of such any Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardTrustees of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardTrustees 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 applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing owning to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardTrustees of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardTrustees 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 applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardTrustees of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardTrustees 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 applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Terminated Portfolios shall be have been appointed by the applicable BoardBoard of Trustees, the Custodian shall, upon receipt of a notice of acceptance by the successor custodian, on such specified date of termination with respect to the applicable Fund: (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; (ii) 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 (iii) transfer to cash then owned by the successor custodian all records created benefit of the Terminated Portfolios and maintained 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. Upon such delivery and transfer, the Custodian shall be relieved of all obligations under this Agreement with respect to each such Portfolio pursuant to Section 10the Terminated Portfolios. 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 applicable 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 is not designated by the applicable Board 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 1940 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 with respect to any Fund owing to failure of such Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardTrustees of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardTrustees 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 applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or of the Portfolios shall be appointed by the applicable BoardBoard of Directors of the Company, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardBoard of Directors of the Company, 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 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such Fund the Company to procure the certified copy of the vote referred to or of the applicable Board of 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 one or more Funds or Portfolios shall be appointed by the applicable BoardDirectors of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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 securities, funds and other properties then held by it 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 applicable BoardDirectors 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 applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon termination with respect to the applicable Fund: (i) and receipt of Proper Instructions, 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; (ii) hereunder and shall 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 System or at the successor custodian all records created and maintained Underlying Transfer Agent. If directed by the Custodian with respect to each such Portfolio pursuant to Section 10. If no such successor custodian shall be appointedFund, the Custodian shallwill provide the services hereunder until a replacement custodian is in place, for a reasonable period of time not to exceed nine months, subject to the terms of this Agreement, including compensation. The Custodian will also provide reasonable assistance to its successor, for such transfer, subject to the payment of such reasonable expenses and charges as the Custodian customarily charges for such assistance. Subject to the foregoing, in like manner, upon receipt of a certified copy of a vote of the applicable 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 Proper Instructions designating a successor custodian or certified copy of a vote of the applicable Board 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 1940 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardTrustees of the Trust, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (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 applicable BoardTrustees of the 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 of the applicable Board 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such Fund the Trust to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios shall be appointed by the applicable BoardBoard of Directors of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) 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; 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 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 applicable BoardBoard of 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 applicable Fund's Board of 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 1940 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 with respect to any Fund owing to failure of such the Fund to procure deliver to the Custodian the written order or certified copy of the vote referred to above, or of the applicable Fund's Board of 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 one or more Funds or Portfolios shall be appointed by the applicable BoardBoard of Directors of the Fund for one or more of the Fund's Portfolios or if the Contract is terminated under Section 12 hereof, and a successor Custodian shall be appointed by the Board of Directors of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) shall 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; (ii) hereunder and shall transfer to an account of the successor custodian all of the Fund's securities of each such held in the relevant Portfolio held or Portfolios or 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 applicable BoardBoard of 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 applicable Board of Directors shall have been delivered to the Custodian on or before the date when such a 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the Fund to procure the certified copy of the vote referred to or of the applicable Board of 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, or one or more Funds or of the Portfolios shall be appointed by the applicable BoardBoard of Trustees of the Fund, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) hereunder and shall transfer to an account of the successor custodian all of the securities of each such Portfolio held in a Securities System; System and (iii) transfer shall deliver to the such successor custodian Custodian all records created Funds and maintained other property held by the Custodian it with respect to each such Portfolio pursuant to Section 10applicable Portfolio. 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 applicable BoardBoard 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 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 1940 ActInvestment 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 with respect to any Fund owing to failure of such the 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 one or more Funds or Portfolios shall be appointed by the applicable Board, the Custodian shall, upon 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; (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 applicable 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 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 1940 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 such Fund to procure the certified copy of the vote referred to or of the applicable Board 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 one or more Funds or Portfolios a Fund shall be appointed by the applicable BoardBoard of Directors of the Corporation, the Custodian shall, upon termination with respect to the applicable Fund: (i) 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; (ii) 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; and (iii) transfer to the successor custodian all records created and maintained by the Custodian . If this Contract is terminated with respect to each such Portfolio pursuant to Section 10. If a Fund 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 Fund or upon receipt of a certified copy of a vote or resolution of the applicable BoardBoard of Directors of the Corporation, 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 applicable Board of 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 1940 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 a Fund remain in the possession of the Custodian after the date of termination hereof with respect to any Fund owing to failure of such Fund the Corporation to procure deliver to the Custodian the written order or certified copy of the vote referred to above, or of the applicable Corporation's Board of 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.