Common use of Tax Law Clause in Contracts

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the applicable Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable each Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian It shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, be the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United states, the sole responsibility of the Custodian with regard to and the tax law of any such jurisdiction shall be foreign banking institutions to use reasonable efforts and due care to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps typical for persons acting as global custodian for Institutional Clients as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each the Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Except to the extent that imposition of such item arises from the Custodian's or the foreign banking institutions' failure to perform in accordance with the terms of this Section, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on the Fund, the Fund's custody account in the relevant jurisdiction or the Custodian as custodian of the Fund by the tax law of the domicile of the Fund's custody account in the jurisdiction or of any jurisdiction in which the Fund is invested or any political subdivision thereof. Unless otherwise informed by the Fund in writing, the Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under the laws apply treatment of the United StatesFund according to the nationality of the Fund, the particulars of its organization and other relevant details that shall be supplied by the Fund. The Custodian shall be entitled to rely on any information supplied in writing by an authorized representative of the Fund. The Custodian may engage reasonable professional advisors knowledgeable about the subject matter, which may include attorneys, accountants or financial institutions in the regular business of investment administration, and it may rely upon advice received therefrom. It shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, or other relevant facts fact concerning tax treatment of such Fund the Fund, and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Subject to receipt by the Custodian of relevant and necessary documentation and information with respect to an Account and/or Party A that the Custodian has requested, the Custodian shall perform the following services for each Account: (i) file claims for exemptions from, or reductions in, U.S. or non-U.S. withholding taxes; (ii) file claims for refunds of any withheld U.S. or non-U.S. taxes; (iii) withhold appropriate amounts as required by U.S. tax laws with respect to amounts received on behalf of nonresident aliens; and (iv) provide to Party A such information actually received by the Custodian that could, in the Custodian’s reasonable belief and sole discretion, assist Party A in its submission of any tax reports or returns. Other than the servicing responsibilities identified herein and except as may arise from the Custodian’s own fraud, bad faith, negligence or willful misconduct,, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any FundParty A, the Portfolios Accounts or the Custodian as custodian of the Portfolios Accounts by the tax law of the United States any country or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of Party A to notify the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios Party A, any Account or the Custodian as custodian of the Portfolios Accounts by the tax law of such jurisdictions includingany countries, states and political subdivisions thereof (other than the United States or any state or political subdivision thereof), including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisionsreporting. The Custodian, in performance sole responsibility of its duties under this Section, the Custodian with regard to such tax law shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” use reasonable efforts to assist Party A with respect to any claim for exemption or refund under the laws tax law of the United States, countries for which Party A has provided such information and it shall be the duty of each Fund to inform documentation. As the Custodian of any change in the organizationdoes not provide tax advice, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund it is specifically understood and further to inform agreed that the Custodian if such Fund is shall not be considered Party A’s tax advisor or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisionstax counsel. The Custodian shall be entitled kept indemnified by and shall be without liability to rely on Party A for any obligations, including taxes, withholding and reporting requirements, claims for exemption and refund, additions for late payment, interest, penalties and other expenses that may be assessed against Party A, the Accounts or the Custodian as custodian of the assets of Party A or any Accounts. Party A agrees that the Custodian is authorized to deduct from any cash received or credited to the account of Party A any taxes or levies required by any tax or other governmental authority having jurisdiction in respect of Party A’s transactions, and that the Custodian is authorized to disclose any information supplied required by each Fund. The Custodian may engage reasonable professional advisors disclosed any such tax or other governmental authority in relation to the applicable Fund by the Custodian, which may include attorneys, accountants processing any claim for exemption from or financial institutions in the regular business reduction or refund of investment administration any taxes relating to Account transactions and may rely upon advice received therefromholdings.

Tax Law. The Custodian shall have no responsibility or ------- liability for any obligations now or hereafter imposed on any Fund, the Fund or the Portfolios or the Custodian as custodian of the Portfolios (i.e., other than its general business presence in any jurisdiction) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the such tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund Portfolio to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust Portfolio as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund or any Portfolio is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions liability with respect to such tax obligations, it being specifically understood and agreed that the Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. XXXXX XXXXXX XXXX AND TRUST COMPANY /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ Xxxxxxx X. Gemma Name: Xxxxxxx X. Gemma Title: Secretary EACH FUND LISTED ON APPENDIX A AS A PRIVATE FUND By: Xxxxx Xxxxx Management, as Manager /s/ Xxxxxxx X. Gemma Name: Xxxxxxx X. Gemma Title: Vice President Appendix A Listed below are the Funds that have adopted this Agreement as of the date hereof. The Funds are identified in the regular business of investment administration list below as Public Funds, Portfolios and may rely upon advice received therefrom.Private Funds as applicable. Advisers and Sub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Management or Boston Management and Research (with relevant department) ACM Atlanta Capital Management LLC (in all cases serves as a sub-adviser to BMR or EVM) Fox Fox Asset Management LLC (in all cases serves as a sub-adviser to BMR or EVM) Eagle Eagle Global Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM) PPA Parametric Portfolio Associates LLC (in all cases serves as a sub-adviser to BMR or EVM) LGM Xxxxx Xxxxxx Management OrbiMed OrbiMed Advisors LLC PRA Parametric Risk Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM and manages the Fund’s option strategy only) PUBLIC FUNDS

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust Maryland corporation which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions in liability with respect to such tax obligations, it being specifically understood and agreed that the regular business Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. XXXXX XXXXXX XXXX AND TRUST COMPANY /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Assistant Treasurer, Xxxxx Xxxxx NextShares Trusts Master Custodian Agreement Appendix A Listed below are the Funds that have adopted this Agreement as of investment administration the date hereof. Advisers and may rely upon advice received therefromSub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Management or Boston Management and Research (with relevant department) Funds XXXXX XXXXX NEXTSHARES TRUST Adviser/Sub-Adviser Xxxxx Xxxxx Large Cap Value NextShares EVM XXXXX XXXXX NEXTSHARES TRUST II Adviser/Sub-Adviser Xxxxx Xxxxx Bond NextShares EVM App.A-1 Appendix B PROVISIONS REGARDING ASSETS HELD OUTSIDE OF THE UNITED STATES

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” company under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions liability with respect to such tax obligations, it being specifically understood and agreed that the Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. STATE STREET BANK AND TRUST COMPANY /s/ Michaxx X. Xxxxxx Name: Michaxx X. Xxxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ James Xxxxxxxx Name: James Xxxxxxxx Title: Treasurer EACH FUND LISTED ON APPENDIX A AS A PRIVATE FUND By: Eaton Xxxxx Xxxxgement, as Manager /s/ James Xxxxxxxx Name: James Xxxxxxxx Title: Vice President Appendix A Listed below are the Funds that have adopted this Agreement as of the date hereof. The Funds are identified in the regular business of investment administration list below as Public Funds, Portfolios and may rely upon advice received therefrom.Private Funds as applicable. Advisers and Sub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Xxxxgement or Boston Management and Research (with relevant department) ACM Atlanta Capital Management Company, LLC (in all cases serves as a sub-adviser to BMR or EVM) AGFA AGF Investments America Inc. (in all cases serves as a sub-adviser to BMR or EVM) AW Armored Wolf, LLC (in all cases serves as a sub-adviser to BMR or EVM) Hexavest Hexavest Inc. (in all cases serves as a sub-adviser to BMR or EVM) LGM Lloyd Xxxxxx Xxxxgement (in all cases serves as a sub-adviser to BMR or EVM) OrbiMed OrbiMed Advisors, LLC PPA Parametric Portfolio Associates LLC (in all cases serves as a sub-adviser to BMR or EVM) PRA Parametric Risk Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM and manages the Fund’s option strategy only) RBA Richaxx Xxxxxxxxx Xxxxsors LLC (in all cases serves as a sub-adviser to BMR or EVM) Public Funds

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Corporation or the Custodian as custodian of the Portfolios Corporation by the tax law of the United States of America or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Corporation to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such Fund with respect to the Portfolios Corporation or the Custodian as custodian of the Portfolios Corporation by the tax law of such jurisdictions includingother than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to assist the Corporation with respect to any claim for exemption or refund under the tax law of jurisdictions for which the Corporation has provided such information. 4. PAYMENTS FOR SALES OR REPURCHASES OR REDEMPTIONS OF SHARES OF THE CORPORATION The Custodian shall receive from the distributor for the Shares or from the Transfer Agent of the Corporation and (b) perform deposit into the account of the appropriate Fund such ministerial steps payments as are required received for Shares of that Fund issued or sold from time to collect time by the Corporation. The Custodian will provide timely notification to the Corporation on behalf of each such Fund and the Transfer Agent of any tax refund, to ascertain the appropriate rate receipt by it of tax withholding and to provide payments for Shares of such documents Fund. From such funds as may be required available for the purpose but subject to enable each Fund to receive appropriate tax treatment under applicable tax laws the limitations of the Articles of Incorporation and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under the laws votes of the United StatesBoard of Directors of the Corporation pursuant thereto, and it shall be the duty of each Fund to inform the Custodian shall, upon receipt of any change in instructions from the organizationTransfer Agent, domicile or, make funds available for payment to holders of Shares who have delivered to the extent within Transfer Agent a request for redemption or repurchase of their Shares. In connection with the knowledge redemption or repurchase of Shares of a Fund, the Custodian is authorized upon receipt of instructions from the Transfer Agent to wire funds to or through a commercial bank designated by the redeeming shareholders. In connection with the redemption or repurchase of Shares of the applicable FundCorporation, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes shall honor checks drawn on the beneficiary Custodian by a holder of any special ruling or treatment not applicable Shares, which checks have been furnished by the Corporation to the general nationality and category holder of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed Shares, when presented to the applicable Fund by Custodian in accordance with such procedures and controls as are mutually agreed upon from time to time between the Corporation and the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust Maryland corporation which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b~) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust Maryland corporation which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund by the tax law of the United States of America or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingother than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisionsreporting. The Custodian, in performance sole responsibility of its duties under this Section, the Custodian with regard to such tax law shall be entitled to treat each use reasonable efforts to assist the Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” with respect to any claim for exemption or refund under the laws tax law of jurisdictions for which the Fund has provided such information. 4. Payments for Sales or Repurchases or Redemptions of Shares of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled receive from the distributor for the Shares or from the Transfer Agent of the Fund and deposit into the account of the appropriate Portfolio such payments as are received for Shares of that Portfolio issued or sold from time to rely on any information supplied time by each the Fund. The Custodian may engage reasonable professional advisors disclosed will provide timely notification to the Fund on behalf of each such Portfolio and the Transfer Agent of any receipt by it of payments for Shares of such Portfolio. From such funds as may be available for the purpose but subject to the limitations of the Articles of Incorporation and any applicable votes of the Board of Directors of the Fund pursuant thereto, the Custodian shall, upon receipt of instructions from the Transfer Agent, make funds available for payment to holders of Shares who have delivered to the Transfer Agent a request for redemption or repurchase of their Shares. In connection with the redemption or repurchase of Shares of a Portfolio, the Custodian is authorized upon receipt of instructions from the Transfer Agent to wire funds to or through a commercial bank designated by the Custodianredeeming shareholders. In connection with the redemption or repurchase of Shares of the Fund, the Custodian shall honor checks drawn on the Custodian by a holder of Shares, which checks have been 12 13 furnished by the Fund to the holder of Shares, when presented to the Custodian in accordance with such procedures and controls as are mutually agreed upon from time to time between the Fund and the Custodian. 5. Proper Instructions Proper Instructions as used throughout this Contract means a writing signed or initialed by one or more person or persons as the Board of Directors shall have from time to time authorized. Each such writing shall set forth the specific transaction or type of transaction involved, including a specific statement of the purpose for which such action is requested. Oral instructions will be considered Proper Instructions if the Custodian reasonably believes them to have been given by a person authorized to give such instructions with respect to the transaction involved. The Fund shall cause all oral instructions to be confirmed in writing. Upon receipt of a certificate of the Secretary or an Assistant Secretary as to the authorization by the Board of Directors of the Fund accompanied by a detailed description of procedures approved by the Board of Directors, Proper Instructions may include attorneyscommunications effected directly between electro-mechanical or electronic devices provided that the Board of Directors and the Custodian are satisfied that such procedures afford adequate safeguards for the Portfolios' assets. For purposes of this Section, accountants or financial institutions Proper Instructions shall include instructions received by the Custodian pursuant to any three-party agreement which requires a segregated asset account in the regular business of investment administration and may rely upon advice received therefromaccordance with Section 2.12. 6.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” Company" under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each the Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware business statutory trust which is a “registered investment company” company under the laws of the United States, and it shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Except to the extent that imposition of any tax ------- liability arises from the Custodian's failure to perform in accordance with the terms of this Section 4.12, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts and due care to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each the Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Unless otherwise informed by the Fund, the Custodian, in performance of its duties under this Section, shall be entitled to treat each apply categorical treatment to the Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under according to the laws nationality of the United StatesFund, the particulars of its organization and it other relevant details that shall be the duty of each Fund supplied to inform the Custodian of any change in by the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom. It shall be the duty of the Fund to inform the Custodian of any change in the organization, domicile or other relevant fact concerning tax treatment of the Fund and further to inform the Custodian if the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which the Fund is a part under general laws and treaty provisions.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware Massachusetts business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered Aregistered investment company” company@ under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Except to the extent that imposition of such item arises from the Custodian's failure to perform in accordance with the terms of this Section, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios any Portfolio or the Custodian as custodian of the Portfolios any Portfolio by the tax law of the United States domicile of the Fund or of any state jurisdiction in which the Fund is invested or any political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts and due care to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each the Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Unless otherwise informed by the Fund, the Custodian, in performance of its duties under this Sectionsection, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under the laws apply categorical treatment of the United StatesFund according to the nationality of the Fund, the particulars of its organization and it other relevant details that shall be supplied by the Fund. The Custodian shall be entitled to rely on any information supplied by the Fund. The Custodian may engage reasonable professional advisors, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom. It shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, or other relevant facts fact concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any xxx xxx obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware Massachusetts business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, organizationm domicile or, to the thhe extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware Massachusetts business trust which is a “registered investment company” company under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions liability with respect to such tax obligations, it being specifically understood and agreed that the Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. STATE STREET BANK AND TRUST COMPANY /s/ Micxxxx X. Xxxxxx Xame: Micxxxx X. Xxxxxx Xitle: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ Jamxx Xxxxxxxx Xame: Jamxx Xxxxxxxx Xitle: Treasurer EACH FUND LISTED ON APPENDIX A AS A PRIVATE FUND By: Eatxx Xxxxx Xxnagement, as Manager /s/ Jamxx Xxxxxxxx Xame: Jamxx Xxxxxxxx Xitle: Vice President Amended and Restated Master Custodian Agreement Appendix A Listed below are the Funds that have adopted this Agreement as of the date hereof. The Funds are identified in the regular business of investment administration list below as Public Funds, Portfolios and may rely upon advice received therefrom.Private Funds as applicable. Advisers and Sub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Xxnagement or Boston Management and Research (with relevant department) ACM Atlanta Capital Management Company, LLC (in all cases serves as a sub-adviser to BMR or EVM) AGFA AGF Investments America Inc. (in all cases serves as a sub-adviser to BMR or EVM) AW Armored Wolf, LLC (in all cases serves as a sub-adviser to BMR or EVM) Hexavest Hexavest Inc. (in all cases serves as a sub-adviser to BMR or EVM) LGM Lloxx Xxxxxx Xxnagement (in all cases serves as a sub-adviser to BMR or EVM) OrbiMed OrbiMed Advisors, LLC PPA Parametric Portfolio Associates LLC (in all cases serves as a sub-adviser to BMR or EVM) PRA Parametric Risk Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM and manages the Fund’s option strategy only) RBA Ricxxxx Xxxxxxxxx Xxvisors LLC (in all cases serves as a sub-adviser to BMR or EVM) Public Funds

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions liability with respect to such tax obligations, it being specifically understood and agreed that the Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. XXXXX XXXXXX XXXX AND TRUST COMPANY /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Treasurer EACH FUND LISTED ON APPENDIX A AS A PRIVATE FUND By: Xxxxx Xxxxx Management, as Manager /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice President Amended and Restated Master Custodian Agreement Appendix A Listed below are the Funds that have adopted this Agreement as of the date hereof. The Funds are identified in the regular business of investment administration list below as Public Funds, Portfolios and may rely upon advice received therefrom.Private Funds as applicable. Advisers and Sub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Management or Boston Management and Research (with relevant department) ACM Atlanta Capital Management Company, LLC (in all cases serves as a sub-adviser to BMR or EVM) AGFA AGF Investments America Inc. (in all cases serves as a sub-adviser to BMR or EVM) AW Armored Wolf, LLC (in all cases serves as a sub-adviser to BMR or EVM) Hexavest Hexavest Inc. (in all cases serves as a sub-adviser to BMR or EVM) LGM Xxxxx Xxxxxx Management (in all cases serves as a sub-adviser to BMR or EVM) OrbiMed OrbiMed Advisors, LLC PPA Parametric Portfolio Associates LLC (in all cases serves as a sub-adviser to BMR or EVM) PRA Parametric Risk Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM and manages the Fund’s option strategy only) RBA Xxxxxxx Xxxxxxxxx Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM) Public Funds

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions liability with respect to such tax obligations, it being specifically understood and agreed that the Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. XXXXX XXXXXX XXXX AND TRUST COMPANY /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ Xxxxxxx X. Gemma Name: Xxxxxxx X. Gemma Title: Secretary EACH FUND LISTED ON APPENDIX A AS A PRIVATE FUND By: Xxxxx Xxxxx Management, as Manager /s/ Xxxxxxx X. Gemma Name: Xxxxxxx X. Gemma Title: Secretary Master Custodian Agreement Appendix A Listed below are the Funds that have adopted this Agreement as of the date hereof. The Funds are identified in the regular business of investment administration list below as Public Funds, Portfolios and may rely upon advice received therefrom.Private Funds as applicable. Advisers and Sub-Advisers are identified using the following abbreviations: EVM Xxxxx Xxxxx Management or Boston Management and Research (with relevant department) ACM Atlanta Capital Management LLC (in all cases serves as a sub-adviser to BMR or EVM) Fox Fox Asset Management LLC (in all cases serves as a sub-adviser to BMR or EVM) Eagle Eagle Global Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM) PPA Parametric Portfolio Associates LLC (in all cases serves as a sub-adviser to BMR or EVM) LGM Xxxxx Xxxxxx Management OrbiMed OrbiMed Advisors LLC PRA Parametric Risk Advisors LLC (in all cases serves as a sub-adviser to BMR or EVM and manages the Fund’s option strategy only) PUBLIC FUNDS

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios Fund (other than its general business presence in any jurisdiction, including taxes attributable to the domicile of the Custodian in Massachusetts) by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard Fund to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund Custodian of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingcountries other than those mentioned in the above sentence, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to effect the withholding of local taxes and (b) perform such ministerial steps as are required related charges with regard to collect any tax refundmarket entitlements/payments in accordance with local law and subject to local market practice or custom, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required assist the Fund with respect to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” claim for exemption or refund under the laws tax law of countries for which the United States, and it shall be the duty of each Fund has provided such information. Except as specifically provided in this Agreement or otherwise agreed to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund writing by the Custodian, which may include attorneysthe Custodian shall have no independent obligation to determine the tax obligations now or hereafter imposed on any of the Funds by any taxing authority or to obtain or provide information relating thereto, accountants and shall have no obligation or financial institutions in liability with respect to such tax obligations, it being specifically understood and agreed that the regular business of investment administration and may rely upon advice received therefrom.Custodian shall not thereby or otherwise be considered any Fund’s tax advisor or tax counsel. STATE STREET BANK AND TRUST COMPANY /s/ Mixxxxx X. Xxxxxx Name: Mixxxxx X. Xxxxxx Title: Executive Vice President EACH FUND LISTED ON APPENDIX A AS A PUBLIC FUND OR A PORTFOLIO /s/ Baxxxxx X. Xxxxxxxx

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or of financial institutions in the regular business of investment administration and may rely upon advice received therefrom.

Tax Law. The Subject to and to the extent of receipt by the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any of relevant and necessary documentation and information with respect to the Fund and Portfolios that the Custodian has requested, and as agreed to by the Custodian and the Fund, the Portfolios Custodian shall perform the following services: (a) file claims for exemptions, reductions in withholding taxes, or refunds of any tax with respect to withheld foreign (non-U.S.) taxes in instances in which such claims are appropriate; (b) withhold or cause to be withheld the amount of tax which is required to be withheld under applicable tax law upon collection of any dividend, interest or other distribution with respect to any domestic or foreign securities and proceeds or income from the sale or other transfer of such securities held in custody with the Custodian; (c) where the Fund is eligible, based upon its fiscal domicile and legal structure, coordinate tax exemption applications and reduction at source documentation requirements and file the documentation with the appropriate market authorities on the Fund’s behalf; (d) file tax reclaims for those markets in which the Custodian has notified the Fund that it offers tax reclaims on an ongoing basis on behalf of the Fund; (e) work with the Fund’s local tax consultants and its Eligible Foreign Custodians to maintain compliance with reporting, payment, and filing requirements; (f) provide tax relief services such as applying for the benefit of the Fund for tax credits or a reduction of withholding tax or refunds of a tax paid, in relation to designated markets as may be specified in Client Publications; and (g) provide to the Funds such information actually received by the Custodian that could, in the Custodian’s reasonable believe and sole discretion, assist any of the Funds in their submission of any reports or returns with respect to taxes. It shall be the responsibility of the Fund to notify the Custodian of the obligations imposed on the Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or countries, states and political subdivision subdivisions thereof. With respect to jurisdictions other than the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to assist the Fund with respect to any claim for exemption or refund under the tax law of countries for which the Fund has provided sufficient information and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisionsdocumentation. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business statutory trust as a Delaware business trust which that is a “registered investment company” company under the laws of the United States, and it shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Except to the extent that imposition of any tax liability arises from the Custodian's failure to perform in accordance with the terms of this Section 4.11, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios Portfolio or the Custodian as custodian of the Portfolios Portfolio by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts and due care to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund the Fund, on behalf of the Portfolio, to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The CustodianUnless otherwise informed by the Fund, the Custodian in performance of its duties under this SectionSection 4.11, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under apply categorical treatment to the laws Portfolio, according to the nationality of the United StatesPortfolio, the particulars of its organization and it other relevant details that shall be the duty of each Fund supplied to inform the Custodian of any change in by the organization, domicile or, to the extent within the knowledge Fund on behalf of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each FundPortfolio. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom. It shall be the duty of the Fund to inform the Custodian of any change in the organization, domicile or other relevant fact concerning tax treatment of the Portfolio and further to inform the Custodian if the Portfolio is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which the Portfolio is a part under general laws and treaty provisions.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware business trust which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.

Tax Law. The Except to the extent that imposition of any tax liability arises from the Custodian’s failure to perform in accordance with the terms of this Section 4.11, the Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios Portfolio or the Custodian as custodian of the Portfolios Portfolio by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than It shall be the United states, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts and due care to (a) notify the applicable Fund of the obligations imposed on such Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios by the tax law of such jurisdictions including, responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund the Fund, on behalf of the Portfolio, to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The CustodianUnless otherwise informed by the Fund, the Custodian in performance of its duties under this SectionSection 4.11, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust which is a “registered investment company” under apply categorical treatment to the laws Portfolio, according to the nationality of the United StatesPortfolio, the particulars of its organization and it other relevant details that shall be the duty of each Fund supplied to inform the Custodian of any change in by the organization, domicile or, to the extent within the knowledge Fund on behalf of the applicable Fund, other relevant facts concerning tax treatment of such Fund and further to inform the Custodian if such Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each FundPortfolio. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom. It shall be the duty of the Fund to inform the Custodian of any change in the organization, domicile or other relevant fact concerning tax treatment of the Portfolio and further to inform the Custodian if the Portfolio is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which the Portfolio is a part under general laws and treaty provisions.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any Fund, the Portfolios Fund or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the such Portfolios by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each Fund which is organized as a Delaware business trust as a Delaware business trust Maryland corporation which is a “"registered investment company” " under the laws of the United States, and it shall be the duty of each Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration and may rely upon advice received therefrom. 12 4.12.

Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on any the Fund, the Portfolios or the Custodian as custodian of the Portfolios by the tax law of the United States or of any state or political subdivision thereof. With respect to jurisdictions other than the United statesStates, the sole responsibility of the Custodian with regard to the tax law of any such jurisdiction shall be to use reasonable efforts to (a) notify the applicable Fund of the obligations imposed on such the Fund with respect to the Portfolios or the Custodian as custodian of the Portfolios Fund by the tax law of such jurisdictions includingjurisdictions, including responsibility for withholding and other taxes, assessments assessment or other governmental charges, certifications and governmental government reporting and (b) perform such ministerial steps as are required to collect any tax refund, to ascertain the appropriate rate of tax withholding and to provide such documents as may be required to enable each the Fund to receive appropriate tax treatment under applicable tax laws and any applicable treaty provisions. The Custodian, in performance of its duties under this Section, shall be entitled to treat each the Fund which is organized as a Delaware business trust as a Delaware Massachusetts business trust which is a “registered investment company” company under the laws of the United States, and it shall be the duty of each the Fund to inform the Custodian of any change in the organization, domicile or, to the extent within the knowledge of the applicable Fund, other relevant facts concerning tax treatment of such the Fund and further to inform the Custodian if such the Fund is or becomes the beneficiary of any special ruling or treatment not applicable to the general nationality and category of entity of which such the Fund is a part under general laws and treaty provisions. The Custodian shall be entitled to rely on any information supplied by each the Fund. The Custodian may engage reasonable professional advisors disclosed to the applicable Fund by the Custodian, which may include attorneys, accountants or financial institutions in the regular business of investment administration administration, and may rely upon advice received therefrom.