globalcustodyagreement.htm - Generated by SEC Publisher for SEC Filing
GLOBAL CUSTODY AGREEMENT
This AGREEMENT is effective January 3, 1994, and is between
THE CHASE MANHATTAN BANK, N.A. (the “Bank”) and EACH OF THE ENTITIES LISTED ON
SCHEDULE A HERETO, Individually and Separately (each individually, the “Customer”).
1. Customer
Accounts.
The Bank agrees
to establish and maintain the following accounts (“Accounts”):
(a) A custody account in the name of the
Customer (“Custody Account”) for any and all stocks, shares, bonds,
debentures, notes, mortgages or other obligations for the payment of money,
bullion, coin and any certificates, receipts, warrants or other instruments
representing rights to receive, purchase or subscribe for the same or
evidencing or representing any other rights or interests therein and other
similar property whether certificated or uncertificated as may be received by
the Bank or its Subcustodian (as defined in Section 3) for the account of the
Customer (“Securities”); and
(b) A deposit account in the name of the
Customer (“Deposit Account”) for any and all cash in any currency received by
the Bank or its Subcustodian for the account of the Customer, which cash shall
not be subject to withdrawal by draft or check.
The Customer warrants its authority to: 1) deposit the cash
and Securities (“Assets”) received in the Accounts and 2) give Instructions (as
defined in Section 11) concerning the Accounts. The Bank may deliver
securities of the same class in place of those deposited in the Custody
Account.
Upon written agreement between the Bank and the Customer,
additional Accounts may be established and separately accounted for as
additional Accounts under the terms of this Agreement.
2. Maintenance
of Securities and Cash at Bank and Subcustodian Locations.
Unless Instructions specifically require another location
acceptable to the Bank:
(a) Securities will be held in the
country or other jurisdiction in which the principal trading market for such
Securities is located, where such Securities are to be presented for payment or
where such Securities are acquired; and
(b) Cash will be credited to an account in a
country or other jurisdiction in which such cash may be legally deposited or is
the legal currency for the payment of public or private debts.
Cash may be held pursuant to Instructions in either interest
or non‑interest bearing accounts as may be available for the particular
currency. To the extent Instructions are issued and the Bank can comply with
such Instructions, the Bank is authorized to maintain cash balances on deposit
for the Customer with itself or one of its affiliates at such reasonable rates
of interest as may from time to time be paid on such accounts, or in non‑interest
bearing accounts as the Customer may direct, if acceptable to the Bank.
If the Customer wishes to have any of its Assets held in the
custody of an institution other than the established Subcustodians as defined
in Section 3 (or their securities depositories), such arrangement must be
authorized by a written agreement, signed by the Bank and the Customer.
3. Subcustodians
and Securities Depositories.
The Bank may act under this Agreement through the
subcustodians listed in Schedule B of this Agreement with which the Bank has
entered into subcustodial agreements (“Subcustodians”). The Customer
authorizes the Bank to hold Assets in the Accounts in accounts which the Bank
has established with one or more of its branches or Subcustodians. The Bank
and Subcustodians are authorized to hold any of the Securities in their account
with any securities depository in which they participate.
The Bank reserves the right to add new, replace or remove
Subcustodians. The Customer will be given reasonable notice by the Bank of any
amendment to Schedule B. Upon request by the Customer, the Bank will identify
the name, address and principal place of business of any Subcustodian of the
Customer's Assets and the name and address of the governmental agency or other
regulatory authority that supervises or regulates such Subcustodian.
4. Use of
Subcustodian.
(a) The Bank will identify such Assets on its books
as belonging to the Customer.
(b) A Subcustodian will hold such Assets together
with assets belonging to other customers of the Bank in accounts identified on
such Subcustodian's books as special custody accounts for the exclusive benefit
of customers of the Bank.
(c) Any Assets in the
Accounts held by a Subcustodian will be subject only to the instructions of the
Bank or its agent. Any Securities held in a securities depository for the
account of a Subcustodian will be subject only to the instructions of such
Subcustodian.
(d) Any agreement the Bank enters into with a Subcustodian
for holding its customer’s assets shall provide that such assets will not be
subject to any right, charge, security interest, lien or claim of any kind in
favor of such Subcustodian or its creditors except for a claim for payment for
safe custody or administration, and that the beneficial ownership of such
assets will be freely transferable without the payment of money or value other
than for safe custody or administration. The foregoing shall not apply to the
extent of any special agreement or arrangement made by the Customer with any
particular Subcustodian.
5. Deposit
Account Transactions.
(a) The Bank or its Subcustodians will make
payments from the Deposit Account upon receipt of Instructions which include
all information required by the Bank.
(b) In the event that any payment to be made under
this Section 5 exceeds the funds available in the Deposit Account, the Bank, in
its discretion, may advance the Customer such excess amount which shall be
deemed a loan payable on demand, bearing interest at the rate customarily
charged by the Bank on similar loans.
(c) If the Bank credits the Deposit Account on a
payable date, or at any time prior to actual collection and reconciliation to
the Deposit Account, with interest, dividends, redemptions or any other amount
due, the Customer will promptly return any such amount upon oral or written
notification: (i) that such amount has not been received in the ordinary course
of business or (ii) that such amount was incorrectly credited. If the Customer
does not promptly return any amount upon such notification, the Bank shall be
entitled, upon oral or written notification to the Customer, to reverse such
credit by debiting the Deposit Account for the amount previously credited. The
Bank or its Subcustodian shall have no duty or obligation to institute legal
proceedings, file a claim or a proof of claim in any insolvency proceeding or
take any other action with respect to the collection of such amount, but may
act for the Customer upon Instructions after consultation with the Customer.
6. Custody
Account Transactions.
(a) Securities will be transferred, exchanged or
delivered by the Bank or its Subcustodian upon receipt by the Bank of Instructions
which include all information required by the Bank. Settlement and payment for
Securities received for, and delivery of Securities out of, the Custody Account
may be made in accordance with the customary or established securities trading
or securities processing practices and procedures in the jurisdiction or market
in which the transaction occurs, including, without limitation, delivery of
Securities to a purchaser, dealer or their agents against a receipt with the
expectation of receiving later payment and free delivery. Delivery of
Securities out of the Custody Account may also be made in any manner
specifically required by Instructions acceptable to the Bank.
(b) The Bank, in its discretion, may credit or debit
the Accounts on a contractual settlement date with cash or Securities with
respect to any sale, exchange or purchase of Securities. Otherwise, such
transactions will be credited or debited to the Accounts on the date cash or
Securities are actually received by the Bank and reconciled to the Account.
(i) The Bank may reverse credits or debits made to
the Accounts in its discretion if the related transaction fails to settle
within a reasonable period, determined by the Bank in its discretion, after the
contractual settlement date for the related transaction.
(ii) If any Securities delivered pursuant to this
Section 6 are returned by the recipient thereof, the Bank may reverse the
credits and debits of the particular transaction at any time.
7. Actions
of the Bank.
The Bank shall follow Instructions received regarding assets
held in the Accounts. However, until it receives Instructions to the contrary,
the Bank will:
(a) Present for payment any Securities which are
called, redeemed or retired or otherwise become payable and all coupons and
other income items which call for payment upon presentation, to the extent that
the Bank or Subcustodian is actually aware of such opportunities.
(b) Execute in the name of the Customer such
ownership and other certificates as may be required to obtain payments in
respect of Securities.
(c) Exchange interim receipts or temporary
Securities for definitive Securities.
(d) Appoint brokers and agents for any transaction
involving the Securities, including, without limitation, affiliates of the Bank
or any Subcustodian.
(e) Issue statements to the Customer, at times
mutually agreed upon, identifying the Assets in the Accounts.
The Bank will send the Customer an
advice or notification of any transfers of Assets to or from the Accounts.
Such statements, advices or notifications shall indicate the identity of the
entity having custody of the Assets. Unless the Customer sends the Bank a
written exception or objection to any Bank statement within ninety (90) days of
receipt, the Customer shall be deemed to have approved such statement. The
Bank shall, to the extent permitted by law, be released, relieved and
discharged with respect to all matters set forth in such statement or
reasonably implied therefrom as though it had been settled by the decree of a
court of competent jurisdiction in an action where the Customer and all persons
having or claiming an interest in the Customer or the Customer’s Accounts were
parties if: (a) the Customer has failed to provide a written exception or
objection to any Bank statement within ninety (90) days of receipt and where
the Customer’s failure to so provide a written exception or objection within
such ninety (90) day period has limited the Bank's (i) access to the records,
materials and other information required to investigate the Customer’s
exception or objection, and (ii) ability to recover from third parties any
amounts for which the Bank may become liable in connection with such exception
or objection, or (b) where the Customer has otherwise explicitly approved any
such statement.
All collections of funds or other property paid or
distributed in respect of Securities in the Custody Account shall be made at
the risk of the Customer. The Bank shall have no liability for any loss
occasioned by delay in the actual receipt of notice by the Bank or by its
Subcustodians of any payment, redemption or other transaction regarding
Securities in the Custody Account in respect of which the Bank has agreed to
take any action under this Agreement.
8. Corporate
Actions; Proxies.
Whenever the Bank receives information concerning the
Securities which requires discretionary action by the beneficial owner of the
Securities (other than a proxy), such as subscription rights, bonus issues,
stock repurchase plans and rights offerings, or legal notices or other material
intended to be transmitted to securities holders (“Corporate Actions”), the
Bank will give the Customer notice of such Corporate Actions to the extent that
the Bank’s central corporate actions department has actual knowledge of a
Corporate Action in time to notify its customers.
When a rights entitlement or a fractional interest resulting
from a rights issue, stock dividend, stock split or similar Corporate Action is
received which bears an expiration date, the Bank will endeavor to obtain
Instructions from the Customer or its Authorized Person, but if Instructions
are not received in time for the Bank to take timely action, or actual notice
of such Corporate Action was received too late to seek Instructions, the Bank
is authorized to sell such rights entitlement or fractional interest and to
credit the Deposit Account with the proceeds or take any other action it deems,
in good faith, to be appropriate in which case it shall be held harmless for
any such action.
The Bank will deliver proxies to the Customer or its
designated agent pursuant to special arrangements which may have been agreed to
in writing. Such proxies shall be executed in the appropriate nominee name
relating to Securities in the Custody Account registered in the name of such
nominee but without indicating the manner in which such proxies are to be
voted; and where bearer Securities are involved, proxies will be delivered in
accordance with Instructions.
9. Nominees.
Securities which are ordinarily held in registered form may
be registered in a nominee name of the Bank, Subcustodian or securities
depository, as the case may be. The Bank may without notice to the Customer
cause any such Securities to cease to be registered in the name of any such
nominee and to be registered in the name of the Customer. In the event that
any Securities registered in a nominee name are called for partial redemption
by the issuer, the Bank may allot the called portion to the respective
beneficial holders of such class of security pro rata or in any other manner
that is fair, equitable and practicable. The Customer agrees to hold the Bank,
Subcustodians, and their respective nominees harmless from any liability
arising directly or indirectly from their status as a mere record holder of
Securities in the Custody Account.
10. Authorized
Persons.
As used in this Agreement, the term “Authorized Person”
means employees or agents including investment managers as have been designated
by written notice from the Customer or its designated agent to act on behalf of
the Customer under this Agreement. Such persons shall continue to be
Authorized Persons until such time as the Bank receives Instructions from the
Customer or its designated agent that any such employee or agent is no longer
an Authorized Person.
11. Instructions.
The term “Instructions” means instructions of any Authorized
Person received by the Bank, via telephone, telex, TWX, facsimile transmission,
bank wire or other teleprocess or electronic instruction or trade information
system acceptable to the Bank which the Bank believes in good faith to have
been given by Authorized Persons or which are transmitted with proper testing
or authentication pursuant to terms and conditions which the Bank may specify.
Unless otherwise expressly provided, all Instructions shall continue in full
force and effect until canceled or superseded.
Any Instructions delivered to the Bank by telephone shall
promptly thereafter be confirmed in writing by an Authorized Person (which
confirmation may bear the facsimile signature of such Person), but the Customer
will hold the Bank harmless for the failure of an Authorized Person to send
such confirmation in writing, the failure of such confirmation to conform to
the telephone instructions received or the Bank's failure to produce such
confirmation at any subsequent time. The Bank may electronically record any
Instructions given by telephone, and any other telephone discussions with
respect to the Custody Account. The Customer shall be
responsible for safeguarding any testkeys, identification codes or other
security devices which the Bank shall make available to the Customer or its
Authorized Persons.
12. Standard
of Care; Liabilities.
(a) The Bank shall be responsible for the
performance of only such duties as are set forth in this Agreement or expressly
contained in Instructions which are consistent with the provisions of this
Agreement. Notwithstanding anything to the contrary in this Agreement:
(i) The Bank will use reasonable care with respect
to its obligations under this Agreement and the safekeeping of Assets. The
Bank shall be liable to the Customer for any loss which shall occur as the
result of the failure of a Subcustodian to exercise reasonable care with
respect to the safekeeping of such Assets to the same extent that the Bank
would be liable to the Customer if the Bank were holding such Assets in New York. In the event of any loss to the Customer by reason of the failure of the Bank or
its Subcustodian to utilize reasonable care, the Bank shall be liable to the
Customer only to the extent of the Customer’s direct damages, and shall in no
event be liable for any special or consequential damages.
(ii) The Bank will not be responsible for any act,
omission, default or for the solvency of any broker or agent which it or a
Subcustodian appoints unless such appointment was made negligently or in bad
faith or for any loss due to the negligent act of such broker or agent except
to the extent that such broker or agent (other than a Subcustodian) performs in
a negligent manner which is the cause of the loss to the Customer and the Bank
failed to exercise reasonable care in monitoring such broker’s or agent’s
performance where Customer has requested and Bank has agreed to accept such
monitoring responsibility.
(iii) The Bank shall be indemnified by, and without
liability to the Customer for any action taken or omitted by the Bank whether
pursuant to Instructions or otherwise within the scope of this Agreement if
such act or omission was in good faith, without negligence. In performing its
obligations under this Agreement, the Bank may rely on the genuineness of any
document which it believes in good faith to have been validly executed.
(iv) The Customer agrees to pay for and hold the Bank
harmless from any liability or loss resulting from the imposition or assessment
of any taxes or other governmental charges, and any related expenses with
respect to income from or Assets in the Accounts, except to the extent that the
Bank has failed to exercise reasonable care in performing any obligations which
the Bank may have agreed to assume (in addition to those stated in this
Agreement) with respect to taxes and such failure by the Bank is the direct
cause of such imposition or assessment of such taxes, charges or expenses.
(v) The Bank shall be entitled to rely, and may act,
upon the advice of counsel (who may be counsel for the Customer) on all legal
matters and shall be without liability for any action reasonably taken or
omitted pursuant to such advice; provided, that the Bank gives (to the extent
practicable) prior notice to Customer of Bank’s intention to so seek advice of
counsel and an opportunity for consultation with Customer on the proposed
contact with counsel.
(vi) The Bank represents and warrants that it
currently maintain a banker's blanket bond which provides standard fidelity and
non-negligent loss coverage with respect to the Securities and Cash which may
be held by Subcustodians pursuant to this Agreement. The Bank agrees that if
at any time it for any reason discontinues such coverage, it shall immediately
give sixty (60) days' prior written notice to the Customer. The Bank need not
maintain any insurance for the benefit of the Customer.
(vii) Without limiting the foregoing, the Bank shall
not be liable for any loss which results from: (1) the general risk of
investing, or (2) investing or holding Assets in a particular country
including, but not limited to, losses resulting from nationalization,
expropriation or other governmental actions; regulation of the banking or
securities industry; currency restrictions, devaluations or fluctuations; and
market conditions which prevent the orderly execution of securities
transactions or affect the value of Assets.
(viii) Neither party shall be liable to the other for
any loss due to forces beyond their control including, but not limited to
strikes or work stoppages, acts of war or terrorism, insurrection, revolution,
nuclear fusion, fission or radiation, or acts of God.
(b) Consistent with and without limiting the first
paragraph of this Section 12, it is specifically acknowledged that the Bank
shall have no duty or responsibility to:
(i) question Instructions or make any suggestions
to the Customer or an Authorized Person regarding such Instructions;
(ii) supervise or make recommendations with respect
to investments or the retention of Securities;
(iii) advise the Customer or an Authorized Person
regarding any default in the payment of principal or income of any security
other than as provided in Section 5(c) of this Agreement;
(iv) evaluate
or report to the Customer or an Authorized Person regarding the financial
condition of any broker, agent (other than a Subcustodian) or other party to
which Securities are delivered or payments are made pursuant to this Agreement;
(v) review or reconcile trade confirmations received
from brokers. The Customer or its Authorized Persons (as defined in Section
10) issuing Instructions shall bear any responsibility to review such
confirmations against Instructions issued to and statements issued by the Bank.
(c) The Customer authorizes the Bank to act under
this Agreement notwithstanding that the Bank or any of its divisions or
affiliates may have a material interest in a transaction, or circumstances are
such that the Bank may have a potential conflict of duty or interest including
the fact that the Bank or any of its affiliates may provide brokerage services
to other customers, act as financial advisor to the issuer of Securities, act
as a lender to the issuer of Securities, act in the same transaction as agent
for more than one customer, have a material interest in the issue of
Securities, or earn profits from any of the activities listed herein.
13. Fees and
Expenses.
The Customer agrees to pay the Bank for its services under
this Agreement such amount as may be agreed upon in writing, together with the
Bank’s reasonable out‑of‑pocket or incidental expenses, including,
but not limited to, reasonable legal fees. The Bank shall have a lien on and is
authorized to charge any Accounts of the Customer for any amount owing to the
Bank under any provision of this Agreement upon notice to the Customer.
14. Miscellaneous.
(a) Foreign Exchange Transactions. Pursuant
to Instructions, which may be standing Instructions, to facilitate the
administration of the Customer’s trading and investment activity, the Bank is
authorized to enter into spot or forward foreign exchange contracts with the
Customer or an Authorized Person for the Customer and may also provide foreign
exchange through its subsidiaries or Subcustodians. The Bank may establish
rules or limitations concerning any foreign exchange facility made available.
In all cases where the Bank, its subsidiaries, affiliates or Subcustodians
enter into a foreign exchange contract related to Accounts, the terms and
conditions of the then current foreign exchange contract of the Bank, its
subsidiary, affiliate or Subcustodian and, to the extent not inconsistent, this
Agreement shall apply to such transaction.
(b) Certification of Residency, etc. The
Customer certifies that it is a resident of the United States and agrees to
notify the Bank of any changes in residency. The Bank may rely upon this
certification or the certification of such other facts as may be required to
administer the Bank’s obligations under this Agreement. The Customer will
indemnify the Bank against all losses, liability, claims or demands arising
directly or indirectly from any such certifications.
(c) Access to Records. The Bank shall allow
the Customer’s independent public accountants, officers and advisers reasonable
access to the records of the Bank relating to the Assets as is required in
connection with their examination of books and records pertaining to the
Customer’s affairs. Subject to restrictions under applicable law, the Bank
shall also obtain an undertaking to permit the Customer’s independent public
accountants reasonable access to the records of any Subcustodian which has
physical possession of any Assets as may be required in connection with the
examination of the Customer’s books and records.
(d) Governing Law; Successors and Assigns.
This Agreement shall be governed by the laws of the State of New York and shall
not be assignable by either party, but shall bind the successors in interest of
the Customer and the Bank.
(e) Entire Agreement; Applicable Riders.
Customer represents that the Assets deposited in the Accounts are (Check one):
X [1] Employee Benefit Plan or other assets subject to the
Employee Retirement Income Security Act of 1974, as amended (“ERISA”);
X 2
Mutual Fund assets subject to certain Securities and Exchange Commission (“SEC”)
rules and regulations;
X 3
Neither of the above.
With respect to
each Customer, this Agreement consists exclusively of this document together
with Schedules A, B, Exhibits I ‑ _______ and the following Rider(s) to
the extent indicated on Schedule A hereto opposite the name of the Customer
under the column headed "Applicable Riders to Agreement":
X ERISA
X MUTUAL
FUND
SPECIAL
TERMS AND CONDITIONS
[1] With respect to each Customer listed
on Schedule A hereto under the heading “ERISA Trusts.”
There are no other provisions of
this Agreement and this Agreement supersedes any other agreements, whether
written or oral, between the parties. Any amendment to this Agreement must be
in writing, executed by both parties.
(f) Severability. In the event that one or
more provisions of this Agreement are held invalid, illegal or enforceable in
any respect on the basis of any particular circumstances or in any
jurisdiction, the validity, legality and enforceability of such provision or
provisions under other circumstances or in other jurisdictions and of the
remaining provisions will not in any way be affected or impaired.
(g) Waiver. Except as otherwise provided in
this Agreement, no failure or delay on the part of either party in exercising
any power or right under this Agreement operates as a waiver, nor does any
single or partial exercise of any power or right preclude any other or further
exercise, or the exercise of any other power or right. No waiver by a party of
any provision of this Agreement, or waiver of any breach or default, is
effective unless in writing and signed by the party against whom the waiver is
to be enforced.
(h) Notices. All notices under this Agreement
shall be effective when actually received. Any notices or other communications
which may be required under this Agreement are to be sent to the parties at the
following addresses or such other addresses as may subsequently be given to the
other party in writing:
|
Bank:
|
The Chase Manhattan Bank, N.A.
Chase MetroTech Center
Brooklyn, NY 11245
Attention: Global Investor Services
Telephone: (718) 242-3455
Facsimile: (718) 242-1374
|
|
Copy
to:
|
The Chase Manhattan Bank, N.A.
Woolgate House Coleman Street
London EC2P 2HD England
Attention: Global Investor Services
Telephone: 44-71-962-5000
Facsimile: 44-71-962-5377
Telex: 8954681CMBG
|
|
Customer:
|
Name of Customer from Schedule A
c/o T. Rowe Price 100 East Pratt Street
Baltimore, MD 21202
Attention: Treasurer
Telephone: (410) 625-6658
Facsimile: (410) 547-0180
|
(i) Termination. This Agreement may be
terminated by the Customer or the Bank by giving ninety (90) days written
notice to the other, provided that such notice to the Bank shall specify the
names of the persons to whom the Bank shall deliver the Assets in the
Accounts. If notice of termination is given by the Bank, the Customer shall,
within ninety (90) days following receipt of the notice, deliver to the Bank
Instructions specifying the names of the persons to whom the Bank shall deliver
the Assets. In either case the Bank will deliver the Assets to the persons so
specified, after deducting any amounts which the Bank determines in good faith
to be owed to it under Section 13. If within ninety (90) days following
receipt of a notice of termination by the Bank, the Bank does not receive Instructions
from the Customer specifying the names of the persons to whom the Bank shall
deliver the Assets, the Bank, at its election, may deliver the Assets to a bank
or trust company doing business in the State of New York to be held and
disposed of pursuant to the provisions of this Agreement, or to Authorized
Persons, or may continue to hold the Assets until Instructions are provided to
the Bank.
(j) Entire Agreement.
This Agreement, including the Schedules and Riders hereto, embodies the entire
agreement and understanding of the parties in respect of the subject matter
contained in this Agreement. This Agreement supersedes all other custody or
other agreements between the parties with respect to such subject matter, which
prior agreements are hereby terminated effective as of the date hereof and
shall have no further force or effect.
EACH
OF THE CUSTOMERS, INDIVIDUALLY AND SEPARATELY LISTED ON SECTION I OF SCHEDULE A
HERETO
By: /s/Carmen
F. Deyesu
Carmen F. Deyesu
Treasurer & Vice President
EACH
OF THE CUSTOMERS, INDIVIDUALLY AND SEPARATELY LISTED ON SECTION II OF SCHEDULE
A HERETO
By: /s/Alvin
M. Younger
Alvin M. Younger
Treasurer
EACH
OF THE CUSTOMERS, INDIVIDUALLY AND SEPARATELY LISTED ON SECTION III OF SCHEDULE
A HERETO
By: /s/Alvin
M. Younger
Alvin M. Younger
Treasurer
THE
CHASE MANHATTAN BANK, N.A.
By: /s/Alan
Naughton
Alan Naughton
Vice President
Schedule
A
Page 1 of 2
LIST OF CUSTOMERS, EACH INDIVIDUALLY
PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL
CUSTODY AGREEMENT
|
|
I. INVESTMENT COMPANIES/PORTFOLIOS
REGISTERED UNDER THE INVESTMENT COMPANY ACT OF 1940
|
The Mutual Fund Rider is
applicable to all Customers listed under Section I of this Schedule A.
|
Equity Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund, Inc.
T. Rowe Price Small Cap Value Fund, Inc.
CUNA Mutual Funds, Inc. on behalf of:
CUNA Mutual Cornerstone Fund
Schedule
A
Page 2 of 2
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL
CUSTODY AGREEMENT
|
Income Funds
T. Rowe Price Adjustable Rate U.S. Government Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
| T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Global Government Bond Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL
CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT TO ERISA
|
The ERISA Rider is applicable to
all Customers Under Section II of this Schedule A.
|
T. Rowe Price Trust Company as Trustee for the
Johnson Matthey Salaried
Common Trust Funds
T. Rowe Price Trust
Company, as Trustee
for the International Common Trust Fund
on behalf of the Underlying Trusts:
Foreign Discovery
Trust
Foreign Discovery
Trust-Augment
Pacific Discovery
Trust
European Discovery
Trust
Japan Discovery Trust
Latin American
Discovery Trust
New York City
International Common Trust Fund
|
III. OTHER RPFI International
Partners, L.P.
|
No Riders are applicable to the
Customer listed under Section III of this Schedule A.
|
ERISA Rider
to Global Custody Agreement
|Between The Chase Manhattan Bank, N.A. and
Each of the Entities Listed on Schedule A Hereto
effective January 3, 1994
Customer represents that the Assets being placed in the
Bank's custody are subject to ERISA. It is understood that in connection
therewith the Bank is a service provider and not a fiduciary of the plan and
trust to which the assets are related. The Bank shall not be considered a
party to the underlying plan and trust and the Customer hereby assumes all
responsibility to assure that Instructions issued under this Agreement are in
compliance with such plan and trust and ERISA.
This Agreement will be interpreted as being in compliance
with the Department of Labor Regulations Section 2550.404b‑1 concerning
the maintenance of indicia of ownership of plan assets outside of the
jurisdiction of the district courts of the United States.
The following modifications are made to the Agreement:
Section 3. Subcustodians and Securities Depositories.
Add the following language to the end of Section 3:
As used in this Agreement, the term Subcustodian and the
term securities depositories include a branch of the Bank, a branch of a qualified
U.S. bank, an eligible foreign custodian, or an eligible foreign securities
depository, where such terms shall mean:
(a) "qualified U.S. bank" shall mean a
U.S. bank as described in paragraph (a)(2)(ii)(A)(1) of the Department of Labor
Regulations Section 2550.404b‑1;
(b) "eligible foreign custodian" shall
mean a banking institution incorporated or organized under the laws of a
country other than the United States which is supervised or regulated by that
country's government or an agency thereof or other regulatory authority in the
foreign jurisdiction having authority over banks; and
(c) "eligible foreign securities
depository" shall mean a securities depository or clearing agency,
incorporated or organized under the laws of a country other than the United
States, which is supervised or regulated by that country's government or an
agency thereof or other regulatory authority in the foreign jurisdiction having
authority over such depositories or clearing agencies and which is described in
paragraph (c)(2) of the Department of Labor Regulations Section 2550.404b‑1.
Section 4. Use of Subcustodian.
Subsection (d) of this section is modified by deleting the
last sentence.
Section 5. Deposit Account Payments.
Subsection (b) is amended to read as follows:
(b) In the event that any payment made under this
Section 5 exceeds the funds available in the Deposit Account, such
discretionary advance shall be deemed a service provided by the Bank under this
Agreement for which it is entitled to recover its costs as may be determined by
the Bank in good faith.
Section 10. Authorized Persons.
Add the following paragraph at the end of Section 10:
Customer represents that: a) Instructions will only be
issued by or for a fiduciary pursuant to Department of Labor Regulation Section
404b‑1 (a)(2)(i) and b) if Instructions are to be issued by an investment
manager, such entity will meet the requirements of Section 3(38) of ERISA and
will have been designated by the Customer to manage assets held in the Customer
Accounts ("Investment Manager"). An Investment Manager may designate
certain of its employees to act as Authorized Persons under this Agreement.
Section 14(a). Foreign Exchange Transactions.
Add the following paragraph at the end of Subsection 14(a):
Instructions to execute foreign exchange transactions with
the Bank, its subsidiaries, affiliates or Subcustodians will include (1) the
time period in which the transaction must be completed; (2) the location i.e.,
Chase New York, Chase London, etc. or the Subcustodian with whom the contract
is to be executed and (3) such additional information and guidelines as may be
deemed necessary; and, if the Instruction is a standing Instruction, a
provision allowing such Instruction to be overridden by specific contrary
Instructions.
Mutual Fund Rider to Global Custody Agreement
Between The Chase Manhattan Bank, N.A. and
Each of the Entities Listed on Schedule A Hereto
effective January 3, 1994
Customer represents that the Assets being placed in the
Bank's custody are subject to the Investment Company Act of 1940 (the Act), as
the same may be amended from time to time.
Except to the extent that the Bank has specifically agreed
to comply with a condition of a rule, regulation, interpretation promulgated by
or under the authority of the SEC or the Exemptive Order applicable to accounts
of this nature issued to the Bank (Investment Company Act of 1940, Release No.
12053, November 20, 1981), as amended, or unless the Bank has otherwise
specifically agreed, the Customer shall be solely responsible to assure that
the maintenance of Assets under this Agreement complies with such rules,
regulations, interpretations or exemptive order promulgated by or under the
authority of the Securities Exchange Commission.
The following modifications are made to the Agreement:
Section 3. Subcustodians and Securities Depositories.
Add the following language to the end of Section 3:
The terms Subcustodian and securities depositories as used
in this Agreement shall mean a branch of a qualified U.S. bank, an eligible
foreign custodian or an eligible foreign securities depository, which are
further defined as follows:
(a) "qualified U.S. Bank" shall mean a
qualified U.S. bank as defined in Rule 17f‑5 under the Investment Company
Act of 1940;
(b) "eligible foreign custodian" shall
mean (i) a banking institution or trust company incorporated or organized under
the laws of a country other than the United States that is regulated as such by
that country's government or an agency thereof and that has shareholders' equity
in excess of $200 million in U.S. currency (or a foreign currency equivalent
thereof), (ii) a majority owned direct or indirect subsidiary of a qualified
U.S. bank or bank holding company that is incorporated or organized under the
laws of a country other than the United States and that has shareholders'
equity in excess of $100 million in U.S. currency (or a foreign currency
equivalent thereof)(iii) a banking institution or trust company incorporated or
organized under the laws of a country other than the United States or a
majority owned direct or indirect subsidiary of a qualified U.S. bank or bank
holding company that is incorporated or organized under the laws of a country
other than the United States which has such other qualifications as shall be
specified in Instructions and approved by the Bank; or (iv) any other entity
that shall have been so qualified by exemptive order, rule or other appropriate
action of the SEC; and
(c) "eligible foreign securities
depository" shall mean a securities depository or clearing agency,
incorporated or organized under the laws of a country other than the United
States, which operates (i) the central system for handling securities or
equivalent book‑entries in that country, or (ii) a transnational system
for the central handling of securities or equivalent book‑entries.
The Customer represents that its Board of Directors has
approved each of the Subcustodians listed in Schedule B to this Agreement and
the terms of the subcustody agreements between the Bank and each Subcustodian,
which are attached as Exhibits I through of Schedule B, and
further represents that its Board has determined that the use of each
Subcustodian and the terms of each subcustody agreement are consistent with the
best interests of the Fund(s) and its (their) shareholders. The Bank will
supply the Customer with any amendment to Schedule B for approval. As
requested by the Bank, the Customer will supply the Bank with certified copies
of its Board of Directors resolution(s) with respect to the foregoing prior to
placing Assets with any Subcustodian so approved.
Section 11. Instructions.
Add the following language to the end of Section 11:
Deposit Account Payments and Custody Account Transactions
made pursuant to Section 5 and 6 of this Agreement may be made only for the
purposes listed below. Instructions must specify the purpose for which any
transaction is to be made and Customer shall be solely responsible to assure
that Instructions are in accord with any limitations or restrictions applicable
to the Customer by law or as may be set forth in its prospectus.
(a) In connection with the purchase or sale of
Securities at prices as confirmed by Instructions;
(b) When Securities are called, redeemed or retired,
or otherwise become payable;
(c) In exchange for or upon conversion into other
securities alone or other securities and cash pursuant to any plan or merger,
consolidation, reorganization, recapitalization or readjustment;
(d) Upon conversion of Securities pursuant to their
terms into other securities;
(e) Upon exercise of
subscription, purchase or other similar rights represented by Securities;
(f) For the payment of interest, taxes, management
or supervisory fees, distributions or operating expenses;
(g) In connection with any borrowings by the
Customer requiring a pledge of Securities, but only against receipt of amounts
borrowed;
(h) In connection with any loans, but only against
receipt of adequate collateral as specified in Instructions which shall reflect
any restrictions applicable to the Customer;
(i) For the purpose of redeeming shares of the
capital stock of the Customer and the delivery to, or the crediting to the
account of, the Bank, its Subcustodian or the Customer's transfer agent, such
shares to be purchased or redeemed;
(j) For the purpose of redeeming in kind shares of
the Customer against delivery to the Bank, its Subcustodian or the Customer's
transfer agent of such shares to be so redeemed;
(k) For delivery in accordance with the provisions
of any agreement among the Customer, the Bank and a broker‑dealer
registered under the Securities Exchange Act of 1934 (the "Exchange
Act") and a member of The National Association of Securities Dealers, Inc.
("NASD"), relating to compliance with the rules of The Options
Clearing Corporation and of any registered national securities exchange, or of
any similar organization or organizations, regarding escrow or other
arrangements in connection with transactions by the Customer;
(l) For release of Securities to designated brokers
under covered call options, provided, however, that such Securities shall be
released only upon payment to the Bank of monies for the premium due and a
receipt for the Securities which are to be held in escrow. Upon exercise of
the option, or at expiration, the Bank will receive from brokers the Securities
previously deposited. The Bank will act strictly in accordance with
Instructions in the delivery of Securities to be held in escrow and will have
no responsibility or liability for any such Securities which are not returned
promptly when due other than to make proper request for such return;
(m) For spot or forward foreign exchange transactions
to facilitate security trading, receipt of income from Securities or related
transactions;
(n) For other proper purposes as may be specified in
Instructions issued by an officer of the Customer which shall include a
statement of the purpose for which the delivery or payment is to be made, the
amount of the payment or specific Securities to be delivered, the name of the person
or persons to whom delivery or payment is to be made, and a certification that
the purpose is a proper purpose under the instruments governing the Customer;
and
o) Upon the termination of this Agreement as set
forth in Section 14(i).
Section 12. Standard of Care; Liabilities.
Add the following subsection (c) to Section 12:
(c) The Bank hereby warrants to the Customer that
in its opinion, after due inquiry, the established procedures to be followed by
each of its branches, each branch of a qualified U.S. bank, each eligible
foreign custodian and each eligible foreign securities depository holding the
Customer's Securities pursuant to this Agreement afford protection for such
Securities at least equal to that afforded by the Bank's established procedures
with respect to similar securities held by the Bank and its securities
depositories in New York.
Section 14. Access to Records.
Add the
following language to the end of Section 14(c):
Upon reasonable request from the Customer, the Bank shall
furnish the Customer such reports (or portions thereof) of the Bank's system of
internal accounting controls applicable to the Bank's duties under this
Agreement. The Bank shall endeavor to obtain and furnish the Customer with
such similar reports as it may reasonably request with respect to each
Subcustodian and securities depository holding the Customer's assets.
GLOBAL
CUSTODY AGREEMENT
WITH
DATE
SPECIAL
TERMS AND CONDITIONS RIDER
SUB-CUSTODIANS EMPLOYED BY
THE CHASE MANHATTAN BANK, N.A. LONDON, GLOBAL CUSTODY
|
COUNTRY
|
SUB-CUSTODIAN
|
CORRESPONDENT BANK
|
|
ARGENTINA
|
The Chase Manhattan Bank, N.A., Main Branch
25 De Mayo 130/140
Buenos Aires ARGENTINA
|
The Chase Manhattan
Bank, N.A.
Buenos Aires
|
|
AUSTRALIA
|
The Chase Manhattan Bank, Australia Limited
36th Floor
World Trade Centre
Jamison Street
Sydney
New South Wales 2000 AUSTRALIA
|
The Chase Manhattan Bank Australia Limited Sydney
|
|
AUSTRIA
|
Creditanstalt - Bankvereln Schottengasse 6
A - 1011, Vienna
AUSTRIA
|
Credit Lyonnais Vienna
|
|
BANGLADESH
|
Standard Chartered Bank
18-20 Motijheel C.A.
Box 536,
Dhaka-1000
BANGLADESH
|
Standard Chartered Bank Dhaka
|
|
BELGIUM
|
Generale Bank
3 Montagne Du Parc
1000 Bruxelles
BELGIUM
|
Credit Lyonnais Bank Brussels
|
|
BOTSWANA
|
Standard Chartered Bank Botswana Ltd.
4th Floor Commerce House
The Mall
Gaborone
BOTSWANA
|
Standard Chartered Bank Botswana Ltd.
Gabarone
|
|
BRAZIL
|
Banco Chase Manhattan, S.A. Chase Manhattan Center
Rua Verbo Divino, 1400
Sao Paulo, SP 04719-002 BRAZIL
|
Banco Chase Manhattan S.A., Sao Paolo
|
|
CANADA
|
The Royal Bank of Canada Royal Bank Plaza
Toronto
Ontario M5J 2J5
CANADA
Canada Trust
Canada Trust Tower
BCE Place
161 Bay at Front
Toronto
Ontario M5J 2T2
CANADA
|
Toronto Dominion Bank Toronto
Toronto Dominion Bank Toronto
|
|
CHILE
|
The Chase Manhattan Bank, N.A., Agustinas
1235
Casilla 9192
Santiago
CHILE
|
The Chase Manhattan
Bank, N.A., Santiago
|
|
COLOMBIA
|
Cititrust Colombia S.A.
Sociedad Fiduciaria
Av. Jimenez No 8-89
Santafe de Bogota, DC COLOMBIA
|
Cititrust Colombia S.A. Sociedad Fiduciaria
Santafe de Bogota
|
|
CZECH
REPUBLIC
|
Ceskoslovenska Obchodni Banka, A.S.; Na
Prikoope 14 115 20 Praha 1
CZECH REPUBLIC
|
Ceskoslovenska
Obchodni Banka, A.S.
Praha
|
|
DENMARK
|
Den Danske Bank
2 Holmens Kanala DK 1091 Copenhagen
DENMARK
|
Den Danske Bak
Copenhagen
|
|
EUROBONDS
|
Cedel S.A.
67 Blvd Grande Duchesse Charlotte LUXEMBOURG
A/c Chase Manhattan Bank, N.A. London
|
A/c No. 17817
ECU:Lloyds Bank PLC International Banking
Dividion
London
For all other
currencies: see
relevant country
|
|
EURO CDS
|
First Chicago Clearing Centre
27 Leadenhall Street
London EC3A 1AA
UK
|
ECU:Lloyds Bank PLC Banking Division London
For all other
currencies: see
relevant country
|
|
FINLAND
|
Kansallis-Osake-Pankki Aleksanterinkatu 42
00100 Helsinki 10
FINLAND
|
Kanasallis-Osake-Pankki
|
|
FRANCE
|
Banque Paribas
Ref 256
BP 141
3, Rue D'Antin
75078 Paris
Cedex 02
FRANCE
|
Societe Generale Paris
|
|
GERMANY
|
Chase Bank A.G. Alexanderstrasse 59
Postfach 90 01 09
60441 Frankfurt/Main
GERMANY
|
Chase Bank A.G. Frankfurt
|
|
GREECE
|
National Bank of Greece
S.A.
38 Stadiou Street
Athens
GREECE
|
National Bank of Greece S.A. Athens
A/c Chase Manhattan
Bank, N.A., London
A/c No. 040/7/921578-68
|
|
HONG KONG
|
The Chase Manhattan Bank,NA 40/F One Exchange Square
8, Connaught Place
Central, Hong Kong
HONG KONG
|
The Chase Manhattan
Bank, N.A., Hong Kong
|
|
HUNGARY
|
Citibank Budapest Rt.
Vaci Utca 19-21
1052 Budapest V
HUNGARY
|
Citibank Budapest Rt. Budapest
|
|
INDIA
|
The Hongkong and Shanghai Banking
Corporation
Limited
52/60 Mahatma Gandhi Road Bombay 400 001
INDIA
|
The Hongkong and
Shanghai Banking Corporation Limited, Bombay
|
|
INDONESIA
|
The Hongkong and Shanghai Banking Corporation
Limited
World Trade Center
J1. Jend Sudirman
Kav. 29-31
Jakarta 10023
INDONESIA
|
The Chase Manhattan
Bank, N.A., Jakarta
|
|
IRELAND
|
Bank of Ireland International Financial
Services Centre
1 Hargourmaster Place
Dublin 1
IRELAND
|
Allied Irish Bank Dublin
|
|
ISRAEL
|
Bank Leumi Le-Israel B.M.
19 Herzi Street
65136 Tel Aviv
ISRAEL
|
Bank Leumi Le-Israel
B.M., Tel Aviv
|
|
ITALY
|
The Chase Manhattan Bank, N.A., Piazza Meda
1
20121 Milan
ITALY
|
The Chase Manhattan
Bank, N.A., Milan
|
|
JAPAN
|
The Chase Manhattan Bank, N.A.,1-3
Marunouchi
1-Chome
Chiyoda-Ku
Tokyo 100
JAPAN
|
The Chase Manhattan
Bank, N.A., Tokyo
|
|
JORDAN
|
Arab Bank Limited
P.O. Box 950544-5
Amman
Shmeisani
JORDAN
|
Arab Bank Limited Amman
|
|
LUXEMBOURG
|
Banque Generale
du Luxembourg
S.A., 27 Avenue Monterey LUXEMBOURG
|
Banque Generale du Luxembourg S.A.
Luxembourg
|
|
MALAYSIA
|
The Chase Manhattan Bank, N.A., Pernas
International Jalan Sultan Ismail
50250, Kuala Lumpur
MALAYSIA
|
The Chase Manhattan
Bank, N.A., Kuala Lumpur
|
|
MEXICO (Government Bonds)
|
The Chase Manhattan Bank, N.A., Hamburgo
213, Piso 7 06660 Mexico D.F.
MEXICO
Banco Nacional de Mexico, Avenida Juarez No.
104-11 Piso
06040 Mexico D.F.
MEXICO
|
No correspondent Bank (Equities)
Banque Commerciale du Maroc Casablanca
|
|
NETHERLANDS
|
ABN AMRO N.V.
Securities Centre
P.O. Box 3200
4800 De Breda
NETHERLANDS
|
Credit Lyonnais
Bank Nederland N.V. Rotterdam
|
|
NEW ZEALAND
|
National Nominees Limited Level 2 BNZ Tower
125 Queen Street
Auckland
NEW ZEALAND
|
National Bank of
New Zealand
Wellington
|
|
NORWAY
|
Den
Norske Bank Kirkegaten 21 Oslo 1 NORWAY
|
Den
Norske Bank Oslo
|
|
PAKISTAN
|
Citibank N.A.
State Life Building No.1 I.I. Chundrigar
Road
Karachi
PAKISTAN
|
Citibank N.A.
Karachi
|
|
PERU
|
Citibank, N.A.
Camino Real 457
CC Torre Real - 5th Floor San Isidro, Lima 27
PERU
|
Citibank N.A. Lima
|
|
PHILIPPINES
|
The Hongkong and Shanghai Banking
Corporation
Limited
Hong Kong Bank Centre 3/F San Miguel Avenue
Ortigas Commercial Centre Pasig Metro Manila
PHILIPPINES
|
The Hongkong and Shaghai Banking Corporation
Limited, Manila
|
|
POLAND
|
Bank Polska Kasa Opieki S.A., 6/12 Nowy
Swiat Str 00-920 Warsaw
POLAND
|
Bank Potska Kasa Opieki S.A., Warsaw
|
|
PORTUGAL
|
Banco Espirito Santo & Comercial de
Lisboa
Servico de Gestaode Titulos R. Mouzinho da
Silvelra,
36 r/c, 1200 Lisbon
PORTUGAL
|
Banco Pinto &
Sotto Mayor
Avenida Fontes
Pereira de Melo
1000 Lisbon
|
|
SHANGHAI (CHINA)
|
The Hongkong and Shanghai Banking
Corporation
Limited
Shanghai Branch
Corporate Banking Centre Unit 504, 5/F Shanghai Centre
1376 Hanjing Xi Lu
Shanghai
THE PEOPLE'S REPUBLIC OF CHINA
|
The Chase Manhattan
Bank, N.A.,Hong Kong
|
|
SCHENZHEN (CHINA)
|
The Hongkong and Shanghai Banking
Corporation
Limited
1st Floor
Central Plaza Hotel
No. 1 Chun Feng Lu
Shenzhen
THE PEOPLE'S REPUBLIC OF CHINA
|
The Chase Manhattan
Bank, N.A., Hong Kong
|
|
SINGAPORE
|
The Chase Manhattan Bank, N.A.
Shell Tower
50 Raffles Place
Singapore 0104
SINGAPORE
|
The Chase Manhattan
Bank, N.A. Singapore
|
|
SOUTH KOREA
|
The Hongkong & Shanghai Banking
Corporation
Limited
6/F Kyobo Building
#1 Chongro,
1-ka Chongro-Ku,
Seoul
SOUGH KOREA
|
The Hongkong & Shanghai Banking
Corporation Limited, Seoul
|
|
SPAIN
|
The Chase Manhattan Bank, N.A.,Calle Peonias
2
7th Floor
La Piovera
28042 Madrid
SPAIN
|
Banco Zaragozano, S.A. Madrid
|
|
URUGUAY
|
The First National Bank
of Boston
Zabala 1463
Montevideo
URUGUAY
|
The First National Bank
of Boston
Montevideo
|
|
U.S.A
|
The Chase Manhattan Bank, N.A.
1 Chase Manhattan Plaza
New York
NY 10081
U.S.A.
|
The Chase Manhattan
Bank, N.A. New York
|
|
VENEZUELA
|
Citibank N.A.
Carmelitas a Altagracia Edificio Citibank
Caracas 1010
VENEZUELA
|
Citibank N.A. Caracas
|
AMENDMENT
AGREEMENT
AMENDMENT AGREEMENT, dated as of
April 18, 1994 (the "Amendment Agreement") to the Global
Custody Agreement, effective January 3, 1994 (the "Custody Agreement")
by and between each of the Entities listed in Attachment A hereto, separately
and individually (each such entity referred to hereinafter as the "Customer")
and THE CHASE MANHATTAN BANK, N.A. (the "Bank"). Terms defined
in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the Customer wishes to
appoint the Bank as its global custodian and the bank wishes to accept such
appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the parties hereto
agree as follows:
1. Amendment. Section I of
Schedule A of the Custody Agreement ("Schedule A") shall be
amended to add each Customer listed in Attachment A hereto. The revised
Schedule A incorporating these changes in the form attached hereto as
Attachment B shall supersede the existing Schedule A in its entirety.
2. Agreement. The Customer
agrees to be bound in all respects by all the terms and conditions of the
Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation of Agreement.
Except as amended hereby, the Custody Agreement is in full force and effect and
as so amended is hereby ratified, approved and confirmed by the Customer and
the Bank in all respects.
4. Governing Law. This
Amendment Agreement shall be construed in accordance with and governed by the
law of the State of New York without regard to its conflict of law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK,
N.A.
By: /s/Alan P.
Naughton
Alan P. Naughton
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
By: /s/Carmen F.
Deyesu
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
T. Rowe Price
International Series, Inc. on behalf of the
T. Rowe Price International Stock Portfolio
T.
Rowe Price Equity Series, Inc. on behalf of the
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T.
Rowe Price New America Growth Fund, Inc.
T. Rowe Price Income
Series, Inc. on behalf of
T. Rowe Price Limited-Term Bond Portfolio
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1993
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
CUNA Mutual Funds, Inc. on behalf of:
CUNA Mutual Cornerstone Fund
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price New America Growth Fund, Inc.
Attachment B
Schedule A
Page 2 of 2
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income
Funds
T. Rowe Price Adjustable Rate U.S. Government
Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on behalf
of:
T. Rowe Price Global Government Income Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Pacific Discovery Trust
European Discovery Trust
Japan Discovery Trust
Latin American Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT
AMENDMENT
AGREEMENT, dated as of August 15, 1994 (the "Amendment Agreement")
to the Global Custody Agreement, effective January 3, 1994, as amended (the
"Custody Agreement") by and between each of the Entities
listed in Attachment A hereto, separately and individually (each such entity
referred to hereinafter as the "Customer") and THE CHASE
MANHATTAN BANK, N.A. (the "Bank"). Terms defined in the
Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section I of Schedule A of the Custody Agreement ("Schedule A")
shall be amended to add each Customer listed in Attachment A hereto. The
revised Schedule A incorporating these changes in the form attached hereto as
Attachment B shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK,
N.A.
By: /s/Alan P.
Naughton
Alan P. Naughton
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
By: /s/Carmen F.
Deyesu
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
T. Rowe Price Equity
Series, Inc. on behalf of the
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe
Price Personal Strategy Funds, Inc. on behalf of
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1993
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
CUNA Mutual Funds, Inc. on behalf of:
CUNA Mutual Cornerstone Fund
T. Rowe Price Equity Series, Inc. on behalf
of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price New America Growth Fund, Inc.
Income
Funds
T. Rowe Price Adjustable Rate U.S. Government
Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Global Government Income Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
Attachment B
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Pacific Discovery Trust
European Discovery Trust
Japan Discovery Trust
Latin American Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT
AMENDMENT
AGREEMENT, dated as of November 28, 1994 (the "Amendment Agreement")
to the Global Custody Agreement, effective January 3, 1994, as amended (the
"Custody Agreement") by and between each of the Entities listed in
Attachment A hereto, separately and individually (each such entity referred to
hereinafter as the "Customer") and THE CHASE MANHATTAN BANK, N.A.
(the "Bank"). Terms defined in the Custody Agreement are used herein
as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section I of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add each Customer listed in Attachment A hereto. The revised
Schedule A incorporating these changes in the form attached hereto as
Attachment B shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK,
N.A.
/s/Alan P.
Naughton
By :_________________________________
Alan P. Naughton
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
/s/Carmen
F. Deyesu
By: _________________________________
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
T. Rowe Price Value
Fund, Inc.
T. Rowe Price Capital
Opportunity Fund, Inc.
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1993
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
CUNA Mutual Funds, Inc. on behalf of:
CUNA Mutual Cornerstone Fund
T. Rowe Price Equity
Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price New America Growth Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income
Funds
T. Rowe Price Adjustable Rate U.S. Government
Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Global Government Income Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
Attachment B
Schedule A
Page 2 of 2
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Pacific Discovery Trust
European Discovery Trust
Japan Discovery Trust
Latin American Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT
AMENDMENT
AGREEMENT, dated as of May 31, 1995 (the "Amendment Agreement") to
the Global Custody Agreement, effective January 3, 1994, as amended (the
"Custody Agreement") by and between each of the Entities listed in
Attachment A hereto, separately and individually (each such entity referred to
hereinafter as the "Customer") and THE CHASE MANHATTAN BANK, N.A.
(the "Bank"). Terms defined in the Custody Agreement are used herein
as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section I of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add and delete certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form
attached hereto as Attachment B shall supersede the existing Schedule A in its
entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK,
N.A.
/s/Alan P.
Naughton
By: _________________________________
Alan P. Naughton
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
/s/Carmen
F. Deyesu
By: _________________________________
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
Add the following
Fund:
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Stock Fund
Delete
the following Fund:
CUNA Mutual Funds,
Inc. on behalf of:
CUNA Mutual Cornerstone Fund
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1993
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Equity
Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price New America Growth Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income
Funds
T. Rowe Price Adjustable Rate U.S. Government
Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Global Government Income Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
Attachment B
Schedule A
Page 2 of 2
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Pacific Discovery Trust
European Discovery Trust
Japan Discovery Trust
Latin American Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT
AMENDMENT
AGREEMENT, dated as of November 1, 1995 (the "Amendment Agreement")
to the Global Custody Agreement, effective January 3, 1994, as amended (the
"Custody Agreement") by and between each of the Entities listed in
Attachment A hereto, separately and individually (each such entity referred to
hereinafter as the "Customer") and THE CHASE MANHATTAN BANK, N.A.
(the "Bank"). Terms defined in the Custody Agreement are used herein
as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section I of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add and delete certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form
attached hereto as Attachment B shall supersede the existing Schedule A in its
entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK,
N.A.
/s/Alan R.
Naughton
By: _________________________________
Alan R. Naughton
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
/s/Carmen
F. Deyesu
By: _________________________________
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
Add the following
Funds:
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price Global Stock Fund
T.
Rowe Price Corporate Income Fund, Inc.
T. Rowe Price Health
& Life Sciences Fund, Inc.
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1993
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price European Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price New America Growth Fund, Inc.
T. Rowe Price Value Fund, Inc.
T. Rowe
Price Health & Life Sciences Fund, Inc.
Income
Funds
T. Rowe Price Adjustable Rate U.S. Government
Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Global Government Income Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Corporate Income Fund, Inc.
Attachment B
Schedule A
Page 1 of 2
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Pacific Discovery Trust
European Discovery Trust
Japan Discovery Trust
Latin American Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT
The Global
Custody Agreement of January 3, 1994, as amended April 18, 1994, August 15,
1994, November 28, 1994, May 31, 1995, and November 1, 1995 (the "Custody
Agreement"), by and between each of the Entities listed in Attachment A
hereto, separately and individually (each such entity referred to hereinafter
as the "Customer") and The Chase Manhattan Bank, N.A., which
contracts have been assumed by operation of law by THE CHASE MANHATTAN BANK
(the "Bank") is hereby further amended, as of July 31, 1996 (the
"Amendment Agreement"). Terms defined in the Custody Agreement are
used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section I of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add and delete certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form
attached hereto as Attachment B shall supersede the existing Schedule A in its
entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a
"Customer" as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE
CHASE MANHATTAN BANK
/s/Caroline
Willson
By:_________________________________
Caroline
Willson
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
ATTACHMENT A
HERETO, SEPARATELY
AND
INDIVIDUALLY
/s/Carmen
F. Deyesu
By:________________________________
Carmen
F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
Add the following
Funds:
T. Rowe Price Equity
Series, Inc. on behalf of:
T. Rowe Price Mid-Cap Growth Portfolio
T.
Rowe Price Financial Services Fund, Inc.
Institutional Equity
Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
T.
Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price Trust
Company, as Trustee for the
International Common Trust Fund on behalf of:
Emerging Markets Equity Trust
Attachment B
Schedule A
Page 1 of 2
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK, N.A.
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price Financial Services Fund, Inc.
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
T. Rowe Price Health Sciences Fund, Inc.
Institutional Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price International Series, Inc., on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap
Growth Fund, Inc.
T. Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price New America Growth Fund
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price OTC Fund, Inc. on behalf of:
T. Rowe Price OTC Fund
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income
Funds
T. Rowe Price Corporate Income Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Government Bond Fund
T. Rowe Price International Bond Fund
T. Rowe Price Short-Term Global Income Fund
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Short-Term U.S. Government Fund,
Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Emerging Markets Equity Trust
European Discovery Trust
Foreign Discovery Trust
Foreign Discovery Trust-Augment
Japan Discovery Trust
Latin America Discovery Trust
Pacific Discovery Trust
New York City International Common Trust
Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT,
dated July 17, 1997 to the January 3, 1994 Custody Agreement
("Agreement"), as amended July 31, 1996 ("Amendment
Agreement"), by and between each of the Entities listed in Attachment B of
the Amendment Agreement, separately and individually (each such entity
hereinafter referred to as the "Customer"), and The Chase Manhattan
Bank, N.A. whose obligations have since been adopted by The Chase Manhattan Bank
("Bank"), having a place of business at One Chase Manhattan Plaza,
New York, N.Y. 10081
It is hereby
agreed as follows:
Section 1.
Except as modified hereby, the Agreement is confirmed in all respects.
Capitalized terms used herein without definition shall have the meanings
ascribed to them in the Agreement.
Section 2. The
Agreement is amended as follows by adding the following as new ' 15:
(a)
"CMBI" shall mean Chase Manhattan Bank International, an indirect
wholly-owned subsidiary of Bank, located in Moscow, Russia, and any nominee
companies appointed by it.
(b)
"International Financial Institution" shall mean any bank in the top
1,000 (together with their affiliated companies) as measured by "Tier
1" capital or any broker/dealer in the top 100 as measured by capital.
(c)
"Negligence" shall mean the failure to exercise "Reasonable
Care".
(d)
"No-Action Letter" shall mean the response of the Securities and
Exchange Commission's Office of Chief Counsel of Investment Management, dated
April 18, 1995, in respect of the Templeton Russia Fund, Inc. (SEC Ref. No.
95-151-CC, File No. 811-8788) providing "no- action" relief under
'17(f) of the Investment Company Act of 1940, as amended, and SEC Rule 17- f5
thereunder, in connection with custody of such Templeton Russia Fund, Inc.'s
investments in Russian Securities.
(e)
"Reasonable Care" shall mean the use of reasonable custodial
practices under the applicable circumstances as measured by the custodial
practices then prevailing in Russia of International Financial Institutions
acting as custodians for their institutional investor clients in Russia.
(f)
"Registrar Company" shall mean any entity providing share
registration services to an issuer of Russian Securities.
(g)
"Registrar Contact" shall mean a contract between CMBI and a
Registrar Company (and as the same may be amended from time to time)
containing, inter alia, the contractual provisions described at paragraphs
(a)-(e) on pps. 5-6 of the No-Action Letter.
(h)
"Russian Security" shall mean a Security issued by a Russian issuer.
(i)
"Share Extract" shall mean: (i) an extract of its share registration
books issued by a Registrar Company indicating an investor's ownership of a
security; and (ii) a form prepared by CMBI or its agent in those cases where a
Registrar Company in unwilling to issue a Share Extract.
Section 3.
Section 6(a) of the Agreement is amended by adding the following at the end
thereof: "With respect to Russia, payment for Russian Securities shall not
be made prior to the issuance of the Share Extract relating to such Russian
Security. Delivery of Russian Securities may be made in accordance with the
customary or established securities trading or securities processing practices
and procedures in Russia. Delivery of Russian Securities may also be made in
any manner specifically required by Instructions acceptable to the Bank.
Customer shall promptly supply such transaction and settlement information as
may be requested by Bank or CMBI in connection with particular transactions."
Section 4.
Section 8 of the Agreement is amended by adding a new paragraph to the end
thereof as follows: "It is understood and agreed that Bank need only use
its reasonable efforts with respect to performing the functions described in
this '8 with respect to Russian Securities."
Section 5.
Section 12(a)(i) of the Agreement is amended with respect to Russian custody by
deleting the phrase "reasonable care" wherever it appears and
substituting, in lieu thereof, the phrase "Reasonable Care."
Section 6.
Section 12(a)(i) of the Agreement is further amended with respect to Russian
custody by inserting the following at the end of the first sentence thereof:
"provided that, with respect to Russian Securities, Bank's
responsibilities shall be limited to safekeeping of relevant Share
Extracts."
Section 7.
Section 12(a)(i) of the Agreement is further amended with respect to Russian
custody by inserting the following after the second sentence thereof: "In
connection with the foregoing, neither Bank nor CMBI shall assume
responsibility for, and neither shall be liable for, any action or inaction of
any Registrar Company and no Registrar Company shall be, or shall be deemed to
be, Bank, CMBI, a Subcustodian, a securities depository or the employee, agent
or personnel of any of the foregoing. To the extent that CMBI employs agents to
perform any of the functions to be performed by Bank or CMBI with respect to
Russian Securities, neither Bank nor CMBI shall be responsible for any act,
omission, default or for the solvency of any such agent unless the appointment
of such agent was made with Negligence or in bad faith, or for any loss due to
the negligent act of such agent except to the extent that such agent performs
in a negligent manner which is the cause of the loss to the Customer and the
Bank or CMBI failed to exercise reasonable care in monitoring such agent's
performance where Customer has requested and Bank has agreed to accept such
monitoring responsibility and except that where Bank or CMBI uses (i) an affiliated
nominee or (ii) an agent to perform the share registration or share
confirmation functions described in paragraphs (a)-(e) on pps. 5-6 of the
No-Action Letter, and, to the extent applicable to CMBI, the share registration
functions described on pps. 2-3 of the No-Action Letter, Bank and CMBI shall be
liable to Customer as if CMBI were responsible for performing such services
itself."
Section 8.
Section 12(a)(ii) is amended with respect to Russian custody by deleting the
word "negligently" and substituting, in lieu thereof, the word
"Negligently."
Section
9. Section 12(a)(iii) is amended with respect to Russian custody by deleting
the word "negligence" and substituting, in lieu thereof, the word
"Negligence."
Section 10. Add
a new Section 16 to the Agreement as follows:
(a) Bank will
advise Customer (and will update such advice from time to time as changes
occur) of those Registrar Companies with which CMBI has entered into a
Registrar Contract. Bank shall cause CMBI both to monitor each Registrar
Company and to promptly advise Customer when CMBI has actual knowledge of the
occurrence of any one or more of the events described in paragraphs (i)-(v) on
pps. 8-9 of the No-Action Letter with respect to a Registrar Company that
serves in that capacity for any issuer the shares of which are held by
Customer.
(b) Where
Customer is considering investing in the Russian Securities of an issuer as to
which CMBI does not have a Registrar Company, Customer may request that Bank
ask that CMBI both consider whether it would be willing to attempt to enter
into such a Registrar Contract and to advise Customer of its willingness to do
so. Where CMBI has agreed to make such an attempt, Bank will advise Customer of
the occurrence of any one or more or the events described in paragraphs
(i)-(iv) on pps. 8-9 of the No-Action Letter of which CMBI has actual
knowledge.
(c) Where
Customer is considering investing in the Russian Securities of an issuer as to
which CMBI has a Registrar Contract with the issuer's Registrar Company,
Customer may advise Bank of its interest in investing in such issuer and, in
such event, Bank will advise Customer of the occurrence of any one or more of
the events described in paragraphs (i)-(v) on pps. 8-9 of the No- Action Letter
of which CMBI has actual knowledge.
Section 11. Add
a new Section 17 to the Agreement as follows: "Customer shall pay for and
hold Bank and CMBI harmless from any liability or loss resulting from the
imposition or assessment of any taxes (including, but not limited to, state,
stamp and other duties) or other governmental charges, and any related expenses
with respect to income on Russian Securities."
Section 12. Add
a new Section 18 to the Agreement as follows: "Customer acknowledges and
agrees that CMBI may not be able, in given cases and despite its reasonable
efforts, to obtain a Share Extract from a Registrar Company and CMBI shall not
be liable in any such even including with respect to any losses resulting from
such failure."
Section 13. Add
a new Section 19 to the Agreement as follows: "Customer acknowledges that
it has received, reviewed and understands that Chase market report for Russia, including, but not limited to, the risks described therein."
Section 14. Add
a new Section 20 to the Agreement as follows: "Subject to the cooperation
of a Registrar Company, for at least the first two years following CMBI's first
use of a Registrar Company, Bank shall cause CMBI to conduct share
confirmations on at least a quarterly basis, although thereafter confirmations
may be conducted on a less frequent basis if Customer's Board of Directors, in
consultation with CMBI, determines it to be appropriate."
Section 15. Add
a new Section 21 to the Agreement as follows: "Bank shall cause CMBI to
prepare for distribution to Customer's Boa+rd of Directors a quarterly report
identifying: (i) any concerns it has regarding the
Russian share registration system that should be brought to the attention of
the Board of Directors; and (ii) the steps CMBI has taken during the reporting
period to ensure that Customer's interests continue to be appropriately
recorded."
Section 16. Add
a new Section 22 to the Agreement as follows: "Except as provided in new
'16(b), the services to be provided by Bank hereunder will be provided only in
relation to Russian Securities for which CMBI has entered into a Registrar
Contract with the relevant Registrar Company."
*********************
IN WITNESS
WHEREOF, the parties have executed this Amendment as of the date first above
written.
|
for EACH CUSTOMER
separately and individually
|
THE CHASE MANHATTAN BANK
|
|
/s/Henry H.
Hopkins
Henry H.
Hopkins Vice President
|
/s/Helen C. Bairsto
Helen C. Bairsto Vice
President
|
AMENDMENT
AGREEMENT
The Global
Custody Agreement of January 3, 1994, as amended April 18, 1994, August 15,
1994, November 28, 1994, May 31, 1995, November 1, 1995, and July 31, 1996 (the
"Custody Agreement"), by and between each of the Entities listed in
Attachment A hereto, separately and individually (each such entity referred to
hereinafter as the "Customer") and The Chase Manhattan Bank, N.A.,
which contracts have been assumed by operation of law by THE CHASE MANHATTAN
BANK (the "Bank") is hereby further amended, as of July 23, 1997 (the
"Amendment Agreement"). Terms defined in the Custody Agreement are
used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section 1 of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add certain Customers as specified in Attachment A hereto. The
revised Schedule A incorporating these changes in the form attached hereto as
Attachment B shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a "Customer"
as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first
above written.
THE CHASE MANHATTAN BANK
By: /s/Caroline
Willson
Caroline Willson
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
By: /s/Carmen F.
Deyesu
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
Add the following
Funds:
T. Rowe Price
Diversified Small-Cap Growth Fund, Inc.
T. Rowe Price Media
& Telecommunications Fund, Inc.
T. Rowe Price
Tax-Efficient Balanced Fund, Inc.
Change the name of the
following Fund:
T. Rowe Price OTC
Fund, Inc., on behalf of:
T. Rowe Price OTC Fund
Effective
May 1, 1997, the fund name changed to:
T. Rowe Price Small-Cap Stock Fund, Inc.
Delete the following
Fund:
T. Rowe Price
International Funds, Inc., on behalf of:
T. Rowe Price Short-Term Global Income Fund
Attachment B
Schedule A
Page 1 of 3
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Diversified Small-Cap Growth Fund,
Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price Financial Services Fund, Inc.
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
T. Rowe Price Health Sciences Fund, Inc.
Institutional Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
Attachment B
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Equity
Funds
T. Rowe Price International Series, Inc. on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Media & Telecommunications
Fund, Inc.
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price New America Growth Fund
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Stock Fund, Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income
Funds
T. Rowe Price Corporate Income Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Government Bond Fund
T. Rowe Price International Bond Fund
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Short-Term U.S. Government Fund,
Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price Tax-Efficient Balanced Fund, Inc.
Attachment B
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International Common Trust Fund on behalf of the Underlying Trusts:
Emerging Markets Equity Trust
European Discovery Trust
Foreign Discovery Trust
Foreign Discovery Trust - Augment
Japan Discovery Trust
Latin America Discovery Trust
Pacific Discovery Trust
New York City International Common Trust Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT,
dated July 23, 1997, to the Custody Agreement ("Agreement"), dated
January 3, 1994, between The Chase Manhattan Bank (as successor to The Chase
Manhattan Bank, N.A.), having an office at 270 Park Avenue, New York, NY 10017-2070 and certain T. Rowe Price funds.
It is agreed as
follows:
1. The third
line of '8 of the Agreement is deleted and the following is inserted, in lieu
thereof:
Bank
shall provide proxy voting services in accordance with the terms of the proxy
voting services rider ("Proxy Rider") annexed hereto as Exhibit 1.
Proxy voting services may be provided by Bank or, in whole or in part, by one
or more third parties appointed by Bank (which may be Affiliates of Bank).
2. Except as
modified hereby, the Agreement is confirmed in all respects.
IN WITNESS
WHEREOF, the parties have executed this Amendment as of the date first above
written.
|
EACH OF THE CUSTOMERS,
INDIVIDUALLY AND SEPARATELY LISTED ON SECTION 1 OF SCHEDULE A HERETO
|
THE CHASE MANHATTAN BANK
|
|
By:/s/Henry H.
Hopkins
Henry H.
Hopkins Vice President
|
By:/s/Helen C. Bairsto
Helen C. Bairsto Vice
President
|
EACH OF THE
CUSTOMERS, INDIVIDUALLY AND
SEPARATELY LISTED ON SECTION 2 OF
SCHEDULE A HERETO
By:/s/Nancy M.
Morris
Nancy M. Morris
Vice President
Exhibit 1
GLOBAL PROXY
SERVICE RIDER
To Global Custody Agreement
Between
THE CHASE MANHATTAN BANK
AND
Certain T. ROWE PRICE FUNDS
dated 3rd January, 1994
1. Global Proxy
Services ("Proxy Services") shall be provided for the countries
listed in the procedures and guidelines ("Procedures") furnished to
the Customer, as the same may be amended by Bank from time to time on prior
notice to Customer. The Procedures are incorporated by reference herein and
form a part of this Rider.
2. Proxy Services
shall consist of those elements as set forth in the Procedures, and shall
include (a) notifications ("Notifications") by Bank to Customer of
the dates of pending shareholder meetings, resolutions to be voted upon and the
return dates as may be received by Bank or provided to Bank by its
Subcustodians or third parties, and (b) voting by Bank of proxies based on
Customer directions. Original proxy materials or copies thereof shall not be
provided. Notifications shall generally be in English and, where necessary,
shall be summarized and translated from such non- English materials as have
been made available to Bank or its Subcustodian. In this respect Bank=s only
obligation is to provide information from sources it believes to be reliable
and/or to provide materials summarized and/or translated in good faith. Bank
reserves the right to provide Notifications, or parts thereof, in the language
received. Upon reasonable advance request by Customer, backup information
relative to Notifications, such as annual reports, explanatory material
concerning resolutions, management recommendations or other material relevant
to the exercise of proxy voting rights shall be provided as available, but
without translation.
3. While Bank shall
attempt to provide accurate and complete Notifications, whether or not
translated, Bank shall not be liable for any losses or other consequences that
may result from reliance by Customer upon Notifications where Bank prepared the
same in good faith.
4. Notwithstanding
the fact that Bank may act in a fiduciary capacity with respect to Customer
under other agreements or otherwise under the Agreement, in performing Proxy
Services
Bank shall be
acting solely as the agent of Customer, and shall not exercise any discretion
with regard to such Proxy Services.
5. Proxy voting may
be precluded or restricted in a variety of circumstances, including, without
limitation, where the relevant Securities are: (I) on loan; (ii) at registrar
for registration or reregistration; (iii) the subject of a conversion or other
corporate action; (iv) not held in a name subject to the control of Bank or its
Subcustodian or are otherwise held in a manner which precludes voting; (v) not
capable of being voted on account of local market regulations or practices or
restrictions by the issuer; or (vi) held in a margin or collateral account.
6. Customer
acknowledges that in certain countries Bank may be unable to vote individual
proxies but shall only be able to vote proxies on a net basis (e.g., a net yes
or no vote given the voting instructions received from all customers).
7. Customer shall
not make any use of the information provided hereunder, except in connection
with the funds or plans covered hereby, and shall in no event sell, license,
give or otherwise make the information provided hereunder available, to any
third party, and shall not directly or indirectly compete with Bank or diminish
the market for Proxy Services by provision of such information, in whole or in
part, for compensation or otherwise, to any third party.
8. The names of
Authorized Persons for Proxy Services shall be furnished to Bank in accordance
with '10 of the Agreement. Proxy Services fees shall be as separately agreed.
SCHEDULE
A
SECTION 1
T. Rowe Price
Balanced Fund, Inc.
T. Rowe Price
Blue Chip Growth Fund, Inc.
T. Rowe Price
Capital Appreciation Fund
T. Rowe Price
Capital Opportunity Fund, Inc.
T. Rowe Price Corporate
Income Fund, Inc.
T. Rowe Price
Diversified Small-Cap Growth Fund, Inc.
T. Rowe Price
Dividend Growth Fund, Inc.
T. Rowe Price
Equity Income Fund
T. Rowe Price
Equity Series, Inc. on behalf of:
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price
Financial Services Fund, Inc.
T. Rowe Price
Growth & Income Fund, Inc.
T. Rowe Price
Growth Stock Fund, Inc.
T. Rowe Price
Health Sciences Fund, Inc.
T. Rowe Price
High Yield Fund, Inc.
T. Rowe Price
Income Series, Inc. on behalf of:
T. Rowe Price Limited Term Bond Portfolio
Institutional
Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
T. Rowe Price
Media & Telecommunications Fund, Inc.
T. Rowe Price
Mid-Cap Growth Fund, Inc.
T. Rowe Price
Mid-Cap Value Fund, Inc.
T. Rowe Price
New America Growth Fund, Inc.
T. Rowe Price
New Era Fund, Inc.
T. Rowe Price
New Horizons Fund, Inc.
T. Rowe Price
New Income Fund, Inc.
T. Rowe Price
Personal Strategy Funds, Inc. on behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price
Science & Technology Fund, Inc.
T. Rowe Price
Short-Term Bond Fund, Inc.
T. Rowe Price
Short-Term U.S. Government Fund, Inc.
T. Rowe Price
Small-Cap Stock Fund, Inc.
T. Rowe Price
Small-Cap Value Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price
Tax-Efficient Balanced Fund, Inc.
T. Rowe Price
Value Fund, Inc.
SECTION 2
NYC
International Common Trust Fund
AMENDMENT,
dated October 29, 1997, to the Custody Agreement ("Agreement"), dated
January 3, 1994, between The Chase Manhattan Bank (as successor to The Chase
Manhattan Bank, N.A.), having an office at 270 Park Avenue, New York, NY 10017-2070 and certain T. Rowe Price funds.
It is agreed as
follows:
1. The third
line of '8 of the Agreement is deleted and the following is inserted, in lieu
thereof:
Bank
shall provide proxy voting services in accordance with the terms of the proxy
voting services rider ("Proxy Rider") annexed hereto as Exhibit 1.
Proxy voting services may be provided by Bank or, in whole or in part, by one
or more third parties appointed by Bank (which may be Affiliates of Bank).
2. Except as
modified hereby, the Agreement is confirmed in all respects.
IN WITNESS
WHEREOF, the parties have executed this Amendment as of the date first above
written.
|
EACH OF THE CUSTOMERS,
INDIVIDUALLY AND SEPARATELY LISTED ON SECTION 1 OF SCHEDULE A HERETO
|
THE CHASE MANHATTAN BANK
|
|
By:/s/Henry H.
Hopkins
Henry H.
Hopkins Vice President
|
By:/s/Helen C. Bairsto
Helen C. Bairsto Vice
President
|
EACH OF THE
CUSTOMERS, INDIVIDUALLY AND
SEPARATELY LISTED ON SECTION 2 OF
SCHEDULE A HERETO
By:/s/Nancy M.
Morris
Nancy M. Morris
Vice President
GLOBAL
PROXY SERVICE RIDER
To Global Custody Agreement
Between
THE CHASE MANHATTAN BANK
AND
Certain T. ROWE PRICE FUNDS
dated 3rd January, 1994
1. Global Proxy
Services (“Proxy Services”) shall be provided for the countries listed in the
procedures and guidelines (“Procedures”) furnished to the Customer, as the same
may be amended by Bank from time to time on prior notice to Customer. The
Procedures are incorporated by reference herein and form a part of this Rider.
2. Proxy Services
shall consist of those elements as set forth in the Procedures, and shall
include (a) notifications (“Notifications”) by Bank to Customer of the dates of
pending shareholder meetings, resolutions to be voted upon and the return dates
as may be received by Bank or provided to Bank by its Subcustodians or third
parties, and (b) voting by Bank of proxies based on Customer directions.
Original proxy materials or copies thereof shall not be provided. Notifications
shall generally be in English and, where necessary, shall be summarized and
translated from such non- English materials as have been made available to Bank
or its Subcustodian. In this respect Bank’s only obligation is to provide
information from sources it believes to be reliable and/or to provide materials
summarized and/or translated in good faith. Bank reserves the right to provide
Notifications, or parts thereof, in the language received. Upon reasonable
advance request by Customer, backup information relative to Notifications, such
as annual reports, explanatory material concerning resolutions, management
recommendations or other material relevant to the exercise of proxy voting
rights shall be provided as available, but without translation.
3. While Bank shall
attempt to provide accurate and complete Notifications, whether or not
translated, Bank shall not be liable for any losses or other consequences that
may result from reliance by Customer upon Notifications where Bank prepared the
same in good faith.
4. Notwithstanding
the fact that Bank may act in a fiduciary capacity with respect to Customer
under other agreements or otherwise under the Agreement, in performing Proxy
Services Bank shall be acting solely as the agent of Customer, and shall not
exercise any discretion with regard to such Proxy Services.
5. Proxy voting may
be precluded or restricted in a variety of circumstances, including, without
limitation, where the relevant Securities are: (I) on loan; (ii) at registrar
for registration or reregistration; (iii) the subject of a conversion or other
corporate action; (iv) not held in a name subject to the control of Bank or its
Subcustodian or are otherwise held in a manner which precludes voting; (v) not
capable of being voted on account of local market regulations or practices or
restrictions by the issuer; or (vi) held in a margin or collateral account.
6. Customer
acknowledges that in certain countries Bank may be unable to vote individual
proxies but shall only be able to vote proxies on a net basis (e.g., a net yes
or no vote given the voting instructions received from all customers).
7. Customer
shall not make any use of the information provided hereunder, except in
connection with the funds or plans covered hereby, and shall in no event sell,
license, give or otherwise make the information provided hereunder available,
to any third party, and shall not directly or indirectly compete with Bank or
diminish the market for Proxy Services by provision of such information, in
whole or in part, for compensation or otherwise, to any third party.
8. The names of
Authorized Persons for Proxy Services shall be furnished to Bank in accordance
with §10 of the Agreement. Proxy Services fees shall be as separately agreed.
SCHEDULE
A
SECTION 1
T. Rowe Price
Balanced Fund, Inc.
T. Rowe Price
Blue Chip Growth Fund, Inc.
T. Rowe Price
Capital Appreciation Fund
T. Rowe Price
Capital Opportunity Fund, Inc.
T. Rowe Price
Corporate Income Fund, Inc.
T. Rowe Price
Diversified Small-Cap Growth Fund, Inc.
T. Rowe Price
Dividend Growth Fund, Inc.
T. Rowe Price
Equity Income Fund
T. Rowe Price
Equity Series, Inc. on behalf of:
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price
Financial Services Fund, Inc.
T. Rowe Price
Growth & Income Fund, Inc.
T. Rowe Price
Growth Stock Fund, Inc.
T. Rowe Price
Health Sciences Fund, Inc.
T. Rowe Price
High Yield Fund, Inc.
T. Rowe Price
Income Series, Inc. on behalf of:
T. Rowe Price Limited Term Bond Portfolio
Institutional
Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
T. Rowe Price
Media & Telecommunications Fund, Inc.
T. Rowe Price
Mid-Cap Growth Fund, Inc.
T. Rowe Price
Mid-Cap Value Fund, Inc.
T. Rowe Price
New America Growth Fund, Inc.
T. Rowe Price
New Era Fund, Inc.
T. Rowe Price
New Horizons Fund, Inc.
T. Rowe Price
New Income Fund, Inc.
T. Rowe Price
Personal Strategy Funds, Inc. on behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price
Real Estate Fund, Inc.
T. Rowe Price
Science & Technology Fund, Inc.
T. Rowe Price
Short-Term Bond Fund, Inc.
T. Rowe Price
Short-Term U.S. Government Fund, Inc.
T. Rowe Price
Small-Cap Stock Fund, Inc.
T. Rowe Price
Small-Cap Value Fund, Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price
Tax-Efficient Balanced Fund, Inc.
T. Rowe Price
Value Fund, Inc.
SECTION 2
NYC
International Common Trust Fund
AMENDMENT
AGREEMENT
The Global
Custody Agreement of January 3, 1994, as amended April 18, 1994, August 15,
1994, November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, and
July 23, 1997 (the "Custody Agreement"), by and between each of the
Entities listed in Attachment A hereto, separately and individually (each such
entity referred to hereinafter as the "Customer") and The Chase
Manhattan Bank, N.A., which contracts have been assumed by operation of law by
THE CHASE MANHATTAN BANK (the "Bank") is hereby further amended, as
of October 29, 1997 (the "Amendment Agreement"). Terms defined in the
Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Section 1 of Schedule A of the Custody Agreement ("Schedule A") shall
be amended to add certain Customers as specified in Attachment A hereto. The
revised Schedule A incorporating these changes in the form attached hereto as
Attachment B shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a “Customer”
as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full force
and effect and as so amended is hereby ratified, approved and confirmed by the
Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK
By: /s/Helen C.
Bairsto
Helen C. Bairsto
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEPARATELY AND INDIVIDUALLY
By: /s/Carmen F.
Deyesu
Carmen F. Deyesu
Treasurer
Attachment A
LIST OF CUSTOMERS
Add the following
Fund:
T. Rowe Price Real
Estate Fund, Inc.
Attachment B
Schedule A
Page 1 of 3
LIST OF CUSTOMERS,
EACH INDIVIDUALLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund, Inc.
T. Rowe Price Diversified Small-Cap Growth Fund,
Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price Financial Services Fund, Inc.
T. Rowe Price Growth & Income Fund, Inc.
T. Rowe Price Growth Stock Fund, Inc.
T. Rowe Price Health Sciences Fund, Inc.
Institutional Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
Institutional International Funds, Inc. on
behalf of:
Foreign Equity Fund
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
Attachment B
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Equity
Funds
T. Rowe Price International Series, Inc. on
behalf of:
T. Rowe Price International Stock Portfolio
T. Rowe Price Media & Telecommunications
Fund, Inc.
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price New America Growth Fund
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price Real Estate Fund, Inc.
T. Rowe Price Science & Technology Fund,
Inc.
T. Rowe Price Small-Cap Stock Fund, Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Value Fund, Inc.
Income
Funds
T. Rowe Price Corporate Income Fund, Inc.
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price International Funds, Inc. on
behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Government Bond Fund
T. Rowe Price International Bond Fund
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Personal Strategy Funds, Inc. on
behalf of:
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Short-Term U.S. Government Fund,
Inc.
T. Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
T. Rowe Price Tax-Efficient Balanced Fund, Inc.
Attachment B
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International Common Trust Fund on behalf of the Underlying Trusts:
Emerging Markets Equity Trust
European Discovery Trust
Foreign Discovery Trust
Foreign Discovery Trust - Augment
Japan Discovery Trust
Latin America Discovery Trust
Pacific Discovery Trust
New York City International Common Trust Fund
|
III. OTHER
RPFI International Partners, L.P.
|
No Riders are
applicable to the Customer listed under Section III of this Schedule A.
|
AMENDMENT
AGREEMENT TO
RUSSIAN RIDER TO THE GLOBAL
CUSTODY AGREEMENT
AMENDMENT to
Attachment B of Global Custody Agreement dated January 3, 1994, as amended July
23, 1997, is hereby further amended as of September 3, 1997.
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Amend Attachment B to consist of the following funds when pertaining to the
Russian Rider dated July 17, 1997:
Institutional
International Funds, Inc., on behalf of:
Foreign Equity Fund
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Government Bond Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Bond Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
IN WITNESS
WHEREOF, the parties have executed this Amendment Agreement as of the day and
year first above written.
|
THE CHASE MANHATTAN BANK
|
EACH OF THE PARTIES LISTED ABOVE
|
|
By:/s/Helen C. Bairsto
Helen C. Bairsto Vice
President
|
By:/s/Henry H.
Hopkins
Henry H.
Hopkins Vice President
|
AMENDMENT
AGREEMENT
The Global
Custody Agreement of January 3, 1994, as amended April 18, 1994, August 15,
1994, November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July
23, 1997, September 3, 1997, and October 29, 1997 (the “Custody
Agreement”), by and between each of the Entities listed in Schedule A, as
amended thereto, severally and not jointly (each such entity referred to
hereinafter as the “Customer”) and The Chase Manhattan Bank, N.A., which
contracts have been assumed by operation of law by THE CHASE MANHATTAN BANK
(the “Bank”) is hereby further amended, as of December 15, 1998 (the “Amendment
Agreement”). Terms defined in the Custody Agreement are used herein as therein
defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections 1 and 3 of Schedule A of the Custody Agreement (“Schedule A”) shall be
amended to add or change certain Customers as specified in Attachment A hereto.
The revised Schedule A incorporating these changes in the form attached shall
supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer agrees to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable thereunder as a “Customer”
as defined in the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law. This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the
day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph
M. Rondinelli
By: _____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED
IN ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H.
Hopkins
By: _____________________________________
Henry H. Hopkins
Vice President
Attachment A
LIST OF CUSTOMERS
Change the name of
the following Fund:
T. Rowe Price
Global Government Bond Fund
Effective May 1, 1998,
the fund name changed to:
T. Rowe Price Global Bond Fund
Add the following
Fund:
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price International Growth & Income Fund
Add the following
Funds to the Russian Rider:
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price International Growth & Income Fund
RPFI International
Partners, L.P.
Schedule A
Page 1 of 3
LIST OF CUSTOMERS,
SEVERALLY AND NOT JOINTLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this Schedule
A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Russian Rider
Russian Rider
Russian Rider
Russian Rider
Russian Rider
Russian Rider
Russian Rider
Russian Rider
Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income
Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Bond Fund
T. Rowe Price International Bond Fund
|
Russian Rider
Russian Rider
Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term U.S. Government Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe
Price Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying Trusts:
Emerging Markets Equity Trust
European Discovery Trust
Foreign Discovery Trust
Foreign Discovery Trust - Augment
Japan Discovery Trust
Latin America Discovery Trust
Pacific Discovery Trust
|
New York City International Common Trust Fund
|
Global Proxy
Service Rider
|
|
III. OTHER
RPFI International Partners, L.P.
|
Russian
Rider
|
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, as amended April 18, 1994, August
15, 1994, November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996,
July 23, 1997, September 3, 1997, October 29, 1997 and December 15, 1998
(the “Custody Agreement”) by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and The Chase Manhattan Bank, N.A.,
whose contracts have been assumed by THE CHASE MANHATTAN BANK (the “Bank”) is
hereby further amended, as of October 6, 1999 (the “Amendment Agreement”).
Terms defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph M. Rondinelli
By: ____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment A
Page 1 of 2
LIST OF CUSTOMERS
Change the name of the following Fund:
T. Rowe Price Tax-Efficient Balanced Fund, Inc.
Effective May 27, 1999, the fund name changed to:
T. Rowe Price Tax-Efficient Funds, Inc., on behalf of
T. Rowe Price Tax-Efficient Balanced Fund
Add the following Fund:
T. Rowe Price Tax-Efficient Funds, Inc., on behalf of:
T. Rowe Price Tax-Efficient Growth Fund
Add the following Trusts:
T. Rowe Price Trust Company, as Trustee for the International
Common Trust Fund, on behalf of the Underlying Trusts:
Foreign Discovery Trust - B
International Small-Cap Trust
Delete the following Trust:
New York City International
Common Trust Fund
Add the following Funds/Trusts/Limited Partnerships to the Global Proxy
Service Rider:
T. Rowe Price Equity Series, Inc.
T. Rowe Price Equity Income Portfolio
T. Rowe Price Tax-Efficient Funds, Inc., on behalf of
T. Rowe Price Tax-Efficient Growth Fund
Institutional International Funds, Inc., on behalf of
Foreign Equity Fund
Attachment A
Page 2 of 2
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Bond Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Bond Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price International Series, Inc., on behalf of
T. Rowe Price International Stock Portfolio
T. Rowe Price Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
Emerging Markets Equity Trust
European Discovery Trust
Foreign Discovery Trust
Foreign Discovery Trust - Augment
Foreign Discovery Trust - B
International Small-Cap Trust
Japan Discovery Trust
Latin America Discovery Trust
Pacific Discovery Trust
RPFI International Partners, L.P.
Schedule A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of:
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of
3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term U.S. Government Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
Schedule A
Page 3 of
3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
European Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - Augment
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Latin America Discovery Trust
|
Global
Proxy Service Rider
|
|
Pacific Discovery Trust
|
Global
Proxy Service Rider
|
|
III. OTHER
RPFI International Partners, L.P.
|
Global
Proxy Service and Russian Rider
|
AMENDMENT
AGREEMENT
The Global Custody Agreement
of January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997,
September 3, 1997, October 29, 1997, December 15, 1998 and October 6, 1999
(the “Custody Agreement”) by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and The Chase Manhattan Bank, N.A.,
whose contracts have been assumed by THE CHASE MANHATTAN BANK (the “Bank”) is
hereby further amended, as of February 9, 2000 (the “Amendment Agreement”).
Terms defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph M. Rondinelli
By: ____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Institutional Equity Funds, Inc., on behalf of:
Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Add the following Funds to the Global Proxy Service Rider:
Institutional Equity Funds, Inc., on behalf of
Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term U.S. Government Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
European Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - Augment
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Latin America Discovery Trust
|
Global
Proxy Service Rider
|
|
Pacific Discovery Trust
|
Global
Proxy Service Rider
|
|
III. OTHER
RPFI International Partners, L.P.
|
Global
Proxy Service and Russian Rider
|
AMENDMENT
AGREEMENT
The Global Custody Agreement
of January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997,
September 3, 1997, October 29, 1997, December 15, 1998, October 6, 1999
and February 9, 2000 (the “Custody Agreement”) by and between each of the
Entities listed in Schedule A, as amended thereto, severally and not jointly
(each such entity referred to hereinafter as the “Customer”) and The Chase
Manhattan Bank, N.A., whose contracts have been assumed by THE CHASE MANHATTAN
BANK (the “Bank”) is hereby further amended, as of April 19, 2000 (the
“Amendment Agreement”). Terms defined in the Custody Agreement are used herein
as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph M. Rondinelli
By: ____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
T. Rowe Price International Funds, Inc., on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund
Add the following Fund to the Global Proxy Service and Russian Rider:
T. Rowe Price International Funds, Inc., on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page
2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of: T. Rowe Price Limited-Term
Bond Portfolio
|
Global
Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term U.S. Government Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
European Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - Augment
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Latin America Discovery Trust
|
Global
Proxy Service Rider
|
|
Pacific Discovery Trust
|
Global
Proxy Service Rider
|
|
III. OTHER
RPFI International Partners, L.P.
|
Global
Proxy Service and Russian Rider
|
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, as amended April 18, 1994, August 15, 1994,
November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000 and April 19, 2000 (the “Custody Agreement”) by and
between each of the Entities listed in Schedule A, as amended thereto,
severally and not jointly (each such entity referred to hereinafter as the
“Customer”) and The Chase Manhattan Bank, N.A., whose contracts have been
assumed by THE CHASE MANHATTAN BANK (the “Bank”) is hereby further amended, as
of July 18, 2000 (the “Amendment Agreement”). Terms defined in the Custody Agreement
are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph M. Rondinelli
By: ____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds
T. Rowe Price Developing Technologies Fund, Inc.
T. Rowe Price Global Technology Fund, Inc.
Income Fund
T. Rowe Price U.S. Bond Index Fund, Inc.
T. Rowe Price Trust
Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
India Trust
Taiwan Trust
Add the following Funds to the Global Proxy Service Rider:
Equity Funds
T. Rowe Price Developing Technologies Fund, Inc.
T. Rowe Price Global Technology Fund, Inc.
Income Fund
T. Rowe Price U.S. Bond
Index Fund, Inc.
T. Rowe Price Trust
Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
India Trust
Taiwan Trust
Schedule A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean
Fund
T.
Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price Global Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term U.S. Government Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Summit Funds, Inc. on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
European Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - Augment
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Latin America Discovery Trust
|
Global
Proxy Service Rider
|
|
Pacific Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
|
III. OTHER
RPFI International Partners, L.P.
|
Global
Proxy Service and Russian Rider
|
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, as amended April 18, 1994, August 15, 1994,
November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000 and July 18, 2000 (the “Custody
Agreement”) by and between each of the Entities listed in Schedule A, as
amended thereto, severally and not jointly (each such entity referred to
hereinafter as the “Customer”) and The Chase Manhattan Bank, N.A., whose
contracts have been assumed by THE CHASE MANHATTAN BANK (the “Bank”) is hereby
further amended, as of October 25, 2000 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation of Agreement. Except as amended hereby, the
Custody Agreement is in full force and effect and as so amended is hereby
ratified, approved and confirmed by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Joseph M. Rondinelli
By: ____________________________________
Joseph M. Rondinelli
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price International Index Fund, Inc. on behalf of:
T. Rowe Price International Equity Index Fund
Income Fund
T. Rowe Price Tax-Efficient Funds, Inc., on behalf of:
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
Delete the following Funds/Trusts:
Income Funds:
T. Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Global Bond Fund
T. Rowe Price Short-Term U.S. Government Fund, Inc.
T. Rowe Price Summit Funds, Inc., on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
Common Trust Funds:
T. Rowe Price Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
European Discovery Trust
Foreign Discovery Trust-Augment
Latin America Discovery Trust
Pacific Discovery Trust
Other:
RPFI International Partners, L.P.
Add the following Funds to the Global Proxy Service Rider:
Equity Funds
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Health Sciences Portfolio
Income Fund
T. Rowe Price Tax-Efficient Funds, Inc., on behalf of:
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
Delete the following Funds/Trusts from the Global Proxy Service Rider:
Income Funds:
T. Rowe Price Short-Term U.S. Government Fund, Inc.
T. Rowe Price Summit Funds, Inc., on behalf of:
T. Rowe Price Summit Limited-Term Bond Fund
Common Trust Funds:
T. Rowe Price Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
European Discovery Trust
Foreign Discovery Trust-Augment
Latin America Discovery Trust
Pacific Discovery Trust
Add the following Fund to the Global Proxy Service and Russian Rider
Equity Fund
T. Rowe Price International Index Fund, Inc. on behalf of:
T. Rowe Price International Equity Index Fund
Delete the following Fund/Other from the Global Proxy Service and
Russian Rider:
Income Funds:
T. Rowe Price International Funds, Inc., on behalf of:
T. Rowe Price Global Bond Fund
Other:
RPFI International Partners, L.P.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign
Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe
Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page
2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global
Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT, dated April 25, 2001 to
the January 3, 1994 custody agreement (“Agreement”), between each of the T.
Rowe Price Funds, severally and not jointly, set forth on Appendix 2
(“Customer”), having a place of business at 100 East Pratt Street, Baltimore,
Maryland 21202, and The Chase Manhattan Bank (“Bank”), having a place of
business at 270 Park Ave., New York, N.Y. 10017- 2070.
It is hereby agreed as follows:
Section 1. Except as modified
hereby, the Agreement is confirmed in all respects. Capitalized terms used
herein without definition shall have the meanings ascribed to them in the
Agreement.
Section 2. The Agreement is
amended by deleting the investment company rider thereto and inserting, in lieu
thereof, the following investment company rider:
1. “Add new Section 15 to the
Agreement as follows:
15. Compliance with Securities
and Exchange Commission rule 17f-5 ("rule 17f-5").
(a) Customer’s board of directors
(or equivalent body) (hereinafter “Board”) hereby delegates to Bank, and Bank
hereby accepts the delegation to it of, the obligations set forth in rule SEC
rule 17f-5(c)(1)-(3) to perform as Customer’s “Foreign Custody Manager” (as
that term is defined in rule 17f-5(a)(3)), including for the purposes of (i)
selecting Eligible Foreign Custodians (as that term is defined in rule
17f-5(a)(1), as the same may be amended from time to time, or are otherwise
deemed an Eligible Foreign Custodian pursuant to an SEC exemptive order, rule
other appropriate SEC action) to hold Customer’s Foreign Assets, (ii)
evaluating the contractual arrangements with such Eligible Foreign Custodians
(as set forth in rule 17f-5(c)(2)); and (iii) monitoring such foreign custody
arrangements (as set forth in rule 17f-5(c)(3)).
(b) In connection with the
foregoing, Bank shall:
(i) provide written reports notifying
Customer’s Board of the placement and withdrawal of Foreign Assets with
particular Eligible Foreign Custodians and of any material change in the
arrangements with such Eligible Foreign Custodians, with such reports to be
provided to Customer’s Board at such times as the Board deems reasonable and
appropriate based on the circumstances of Customer’s foreign custody
arrangements but until further notice from Customer requesting a different
schedule, such reports shall be provided not less than quarterly in summary
form, with a more detailed report annually.
(ii) exercise such reasonable care,
prudence and diligence in performing as Customer’s Foreign Custody Manager as a
person having responsibility for the safekeeping of Foreign Assets would
exercise;
(iii) in selecting each Eligible Foreign
Custodian, determine that Foreign Assets placed and maintained in the
safekeeping of such Eligible Foreign Custodian shall be subject to reasonable
care, based on the standards applicable to custodians in the relevant market,
after having considered all factors relevant to the safekeeping of such Foreign
Assets, including, without limitation, those factors set forth in rule
17f-5(c)(1)(i)-(iv);
(iv) determine that the written contract
with the Eligible Foreign Custodian will (a) satisfy the requirements of rule
17f- 5(c)(2), and (b) provide reasonable care for Foreign Assets based on the
standards specified in 17-5(c)(1); and
(v) establish a system to monitor (i) the
continued appropriateness of maintaining Foreign Assets with particular
Eligible Foreign Custodians and (ii) the performance of the contract governing
the custody arrangements; it being understood, however, that in the event that
Bank shall have determined that an existing Eligible Foreign Custodian in a
given country would no longer meet the requirements of rule 17f-5(c), Bank
shall determine whether any other Eligible Foreign Custodian in that country
would meet such requirements. In the event that another Eligible Foreign
Custodian does so meet the requirements, Bank shall withdraw the Foreign Assets
from the custody of the incumbent Eligible Foreign Custodian and deposit them
with the other Eligible Foreign Custodian as soon as reasonably practicable,
and promptly advise Customer of such withdrawal and deposit. If Bank shall
determine that no other Eligible Foreign Custodian in that country would meet
the requirements of rule 17f- 5(c), Bank shall so advise Customer and shall
then act in accordance with the Instructions of Customer with respect to the
disposition of the affected Foreign Assets.
Subject to (b)(i)-(v) above, Bank is
hereby authorized to place and maintain Foreign Assets on behalf of Customer
with Eligible Foreign Custodians pursuant to a written contract deemed
appropriate by Bank.
(c) Except as expressly provided
herein and in Section 16 hereof, Customer shall be solely responsible to assure
that the maintenance of Foreign Assets hereunder complies with the rules,
regulations, interpretations and exemptive orders promulgated by or under the
authority of the SEC.
(d) Bank represents to Customer
that it is a U.S. Bank as defined in rule 17f-5(a)(7). Customer represents to
Bank that: (1) the Assets being placed and maintained in Bank's custody are
subject to the Investment Company Act of 1940, as amended (the “1940 Act”) as
the same may be amended from time to time; (2) its Board (or other governing
body) has determined that it is reasonable to rely on Bank to perform as
Customer’s Foreign Custody Manager; and (3) its Board
(or other governing body) or its investment adviser shall have determined that
Customer may maintain Foreign Assets in each country in which Customer’s
Foreign Assets shall be held hereunder and determined to accept the risks
arising therefrom (including, but not limited to, a country’s financial
infrastructure, prevailing custody and settlement practices, laws applicable to
the safekeeping and recovery of Foreign Assets held in custody, and the
likelihood of nationalization, currency controls and the like) (collectively
("Country Risk")). Nothing contained herein shall require Bank to
make any selection on behalf of Customer that would entail consideration of
Country Risk and, except as may be provided in (e) below, to engage in any
monitoring of Country Risk.
(e) Bank shall provide to Customer
such information relating to Country Risk as is specified in Appendix 1-A
hereto. Customer hereby acknowledges that: (i) such information is solely
designed to inform Customer of market conditions and procedures and is not
intended as a recommendation to invest or not invest in particular markets; and
(ii) Bank has gathered the information from sources it considers reliable, but
that Bank shall have no responsibility for inaccuracies or incomplete
information.
2. Add the following after the
first sentence of Section 3 of the Agreement:
At the request of Customer, Bank may, but
need not, add to Schedule A an Eligible Foreign Custodian where Bank has not
acted as Foreign Custody Manager with respect to the selection thereof. Bank
shall notify Customer in the event that it elects to add any such entity.
3. Add the following language to
the end of Section 3 of the Agreement:
The term Subcustodian as used
herein shall mean the following:
(a) a U.S. bank as defined in rule
17f‑5(a)(7); and
(b) an "Eligible Foreign
Custodian," which, as defined in rule 17f-5(a)(1) and (5), shall mean (i)
a banking institution or trust company, incorporated or organized under the
laws of a country other than the United States, that is regulated as such by
that country's government or an agency thereof, and (ii) a majority-owned
direct or indirect subsidiary of a U.S. Bank or bank holding company which
subsidiary is incorporated or organized under the laws of a country other than
the United States. In addition, an Eligible Foreign Custodian shall also mean
any other entity that shall have been so qualified by exemptive order, rule or
other appropriate action of the SEC.
(c) For purposes of provisions of
the Agreement imposing liability on Bank, the term Subcustodian shall not
include any Eligible Foreign Custodian as to which Bank has not acted as
Foreign Custody Manager or, for purposes of clarity, any securities
depository.”
4. Add the following language to
the end of the first sentence of Section 4(d) of the Agreement: “or, in the
case of cash deposits, except for liens or rights in favor of creditors of the
Subcustodian arising under bankruptcy, insolvency or similar laws.”
5. Add a new Section 16 to the
Agreement as follows:
16. Compliance with Securities
and Exchange Commission rule 17f-7 ("rule 17f-7").
(a) Bank shall, for consideration
by Customer or Customer’s investment adviser, provide an analysis in accordance
with rule 17f-7(a)(1)(i)(A) of the custody risks associated with maintaining
Customer’s Foreign Assets with each Eligible Securities Depository used by Bank
as of the date hereof (or, in the case of an Eligible Securities Depository not
used by Bank as of the date hereof, prior to the initial placement of
Customer’s Foreign Assets at such Depository) and at which any Foreign Assets
of Customer are held or are expected to be held. The foregoing analysis will
be provided to Customer at Bank’s Website. In connection with the foregoing,
Customer shall notify Bank of any Eligible Securities Depositories at which it
does not choose to have its Foreign Assets held. Bank shall monitor the
custody risks associated with maintaining Customer’s Foreign Assets at each
such Eligible Securities Depository on a continuing basis and shall promptly
notify (which may be electronic) Customer or its adviser of any material
changes in such risks in accordance with rule 17f-7(a)(1)(i)(B).
(b) Bank shall exercise
reasonable care, prudence and diligence in performing the requirements set
forth in Section 16(a) above. The risk analysis of an Eligible Securities
Depository provided under paragraph 16(a) shall take account of the specific
rules of a given depository and shall, to the extent reasonably practicable,
generally consider: (1) the Depository’s expertise and market reputation; (2)
the quality of the Depository’s services; (3) the Depository’s financial
strength; (4) any insurance or indemnification arrangements; (5) the extent and
quality of regulation and independent examination of the Depository; (6) the
Depository’s standing in published ratings; (7) the Depository’s internal
controls and other procedures for safeguarding assets; and (8) any related
legal protections.
(c) Based on the information
available to it in the exercise of diligence, Bank shall determine the
eligibility under rule 17f-7 of each depository before including it on Appendix
1-B hereto and shall promptly advise Customer if any Eligible Securities
Depository ceases to be eligible. (Eligible Securities Depositories used by
Bank as of the date hereof are set forth in Appendix 1-B hereto, and as the
same may be amended on notice to Customer from time to time.)
(d) Bank need not commence
performing any of the duties set forth in this Section 16 prior to March 31,
2001, but Bank shall advise Customer if it is prepared to commence such duties
prior to such date as to particular depositories.
7. Add the following language to
the end of Section 3 of the Agreement:
The term “securities depository”
as used herein when referring to a securities depository located outside the
U.S. shall mean an “Eligible Securities Depository” which, in turn, shall have
the same meaning as in rule 17f-7(b)(1)(i)-(vi) as the same may be amended from
time to time, or that has otherwise been made exempt by an SEC exemptive order,
rule or other appropriate SEC action, except that prior to the compliance date
with rule 17f-7 for a particular securities depository the term “securities
depositories” shall be as defined in (a)(1)(ii)-(iii) of the 1997 amendments to
rule 17f-5. The term “securities depository” as used herein when referring to
a securities depository located in the U.S. shall mean a “securities
depository” as defined in SEC rule 17f-4(a).
*********************
IN WITNESS WHEREOF, the parties
have executed this Amendment as of the date first above written.
|
[Each of the severally and
not jointly, set forth on Appendix 2 [Customer]
|
THE CHASE MANHATTAN BANK
|
|
/s/Henry H. Hopkins By:_____________________
Name: Henry H. Hopkins
Title:Vice President
Date: 4/26/01
|
/s/Paul D. Hopkins
By:_____________________
Name: Paul D. Hopkins
Title: Vice President
Date: 5/15/01
|
Appendix
1-A
Information Regarding
Country Risk
1. To aid Customer in its
determinations regarding Country Risk, Bank shall furnish annually and upon the
initial placing of Foreign Assets into a country the following information
(check items applicable):
A Opinions of local
counsel concerning:
___ i. Whether applicable
foreign law would restrict the access afforded Customer’s independent public
accountants to books and records kept by an Eligible Foreign Custodian located
in that country.
___ ii. Whether applicable
foreign law would restrict the Customer's ability to recover its assets in the
event of the bankruptcy of an Eligible Foreign Custodian located in that country.
___ iii. Whether
applicable foreign law would restrict the Customer's ability to recover assets
that are lost while under the control of an Eligible Foreign Custodian located
in the country.
B. Written information
concerning:
___ i. The likelihood of
expropriation, nationalization, freezes, or confiscation of Customer's assets.
___ ii. Whether
difficulties in converting Customer's cash and cash equivalents to U.S. dollars
are reasonably foreseeable.
C. A market report with
respect to the following topics:
(i) securities regulatory
environment, (ii) foreign ownership restrictions, (iii) foreign exchange, (iv)
securities settlement and registration, (v) taxation, (vi) market settlement
risk, (vii) Eligible Securities Depositories (including Depository evaluation),
if any.
2. Bank shall
furnish the following additional information:
Market flashes,
including with respect to changes in the information in market reports.
Appendix
1-B
ELIGIBLE SECURITIES
DEPOSITORIES
APPENDIX
2
T. ROWE PRICE INVESTMENT COMPANIES
T. Rowe Price Balanced Fund, Inc.
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe Price Capital Appreciation Fund
T. Rowe Price Capital Opportunity Fund,
Inc.
T. Rowe Price Developing Technologies
Fund, Inc.
T. Rowe Price Diversified Small-Cap
Growth Fund, Inc.
T. Rowe Price Dividend Growth Fund, Inc.
T. Rowe Price Equity Income Fund
T. Rowe Price Equity Series, Inc.
T. Rowe Price Equity Income Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Financial Services Fund,
Inc.
T. Rowe Price Global Technology Fund,
Inc.
T. Rowe Price Growth & Income Fund,
Inc.
T. Rowe Price Growth Stock Fund, Inc.
T. Rowe Price Health Sciences Fund, Inc.
Institutional International Funds, Inc.
Foreign Equity Fund
T. Rowe Price International Funds, Inc.
T. Rowe Price International Discovery Fund
T. Rowe Price International Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price New Asia Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price Emerging Europe & Mediterranean Fund
T. Rowe Price International Bond Fund
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Index Fund,
Inc.
T. Rowe Price International Equity Index Fund
T. Rowe Price International Series, Inc.
T. Rowe Price International Stock Portfolio
T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Mid-Cap Value Fund, Inc.
T. Rowe Price New America Growth Fund
T. Rowe Price New Era Fund, Inc.
T. Rowe Price New Horizons Fund, Inc.
T. Rowe Price Real Estate Fund, Inc.
T. Rowe Price Small-Cap Stock Fund, Inc.
T. Rowe Price Science & Technology
Fund, Inc.
T. Rowe Price Small-Cap Value Fund, Inc.
T. Rowe Price Value Fund, Inc.
T. Rowe Price Media &
Telecommunications Fund, Inc.
T. Rowe Price Corporate Income Fund, Inc.
T. Rowe Price Fixed Income Series, Inc.
T. Rowe Price Limited-Term Bond Portfolio
T. Rowe Price High Yield Fund, Inc.
T. Rowe Price New Income Fund, Inc.
T. Rowe Price Personal Strategy Funds,
Inc.
T. Rowe Price Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
T. Rowe Price Short-Term Bond Fund, Inc.
T. Rowe Price Tax-Efficient Funds, Inc.
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
T. Rowe Price U.S. Bond Index Fund, Inc.
Institutional Equity Funds, Inc. on
behalf of:
Institutional Mid-Cap Equity Growth Fund
Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, as amended April 18, 1994, August 15, 1994,
November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, and October 25, 2000
(the “Custody Agreement”) by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and The Chase Manhattan Bank, N.A.,
whose contracts have been assumed by THE CHASE MANHATTAN BANK (the “Bank”) is
hereby further amended, as of July 24, 2001 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation of Agreement. Except as amended hereby, the
Custody Agreement is in full force and effect and as so amended is hereby
ratified, approved and confirmed by the Customer and the Bank in all respects.
4. Governing Law:
This Amendment Agreement shall be construed in accordance with and governed by
the law of the State of New York without regard to its conflict of law
principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
THE CHASE MANHATTAN BANK
/s/Paul D. Hopkins
By: ____________________________________
Paul D. Hopkins
Vice President
EACH OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds
Institutional Equity Funds, Inc. on behalf of:
Institutional Large-Cap Growth Fund
Add the following Fund to the Global Proxy Service Rider:
Equity Funds
Institutional Equity Funds, Inc. on behalf of:
Institutional Large-Cap Growth Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994, AS AMENDED
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap Growth Fund
Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global
Proxy Service Rider and Russian Rider Global Proxy Service Rider and Russian
Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging
Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International
Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody Agreement
of January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997,
September 3, 1997, October 29, 1997, December 15, 1998, October 6, 1999,
February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000 and July 24,
2001 (the “Custody Agreement”) by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of April 24, 2002 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement. The
Customer and Bank agree to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable and responsible thereunder
as a “Customer” and “Bank,” respectively, as defined in the Custody Agreement.
3. Confirmation of
Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing Law:
This Amendment Agreement shall be construed in accordance with and governed by
the law of the State of New York without regard to its conflict of law
principles.
IN WITNESS
WHEREOF, the parties have executed this Amendment Agreement as of the day
and year first above written.
JPMORGAN
CHASE BANK
/s/Helen
Bairsto
By: ____________________________________
Helen Bairsto
Vice President
EACH
OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry
H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment A
Page 1 of 1
LIST OF
CUSTOMERS
Add the
following Fund:
Income
Funds
T. Rowe Price
Institutional Income Funds, Inc. on behalf of:
T. Rowe Price Institutional High Yield Fund
Add the
following Fund to the Global Proxy Service Rider:
Income
Funds
T. Rowe Price
Institutional Income Funds, Inc. on behalf of:
T. Rowe Price Institutional High Yield Fund
Schedule A
Page 1 of 3
LIST OF
CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
Institutional
Equity Funds, Inc. on behalf of: Institutional Large-Cap
Growth Fund
Institutional Large-Cap Value Fund
Institutional Small-Cap Stock Fund
Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
Institutional
International Funds, Inc. on behalf of: Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional High Yield Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging
Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International
Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody Agreement
of January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September
3, 1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9,
2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001 and April
24, 2002 (the “Custody Agreement”) by and between each of the Entities listed
in Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of July 24, 2002 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement. The
Customer and Bank agree to be bound in all respects by all the terms and
conditions of the Custody Agreement and shall be fully liable and responsible
thereunder as a “Customer” and “Bank,” respectively, as defined in the Custody
Agreement.
3. Confirmation of
Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing Law:
This Amendment Agreement shall be construed in accordance with and governed by
the law of the State of New York without regard to its conflict of law
principles.
IN WITNESS
WHEREOF, the parties have executed this Amendment Agreement as of the day
and year first above written.
JPMORGAN
CHASE BANK
/s/Helen
Bairsto
By: ____________________________________
Helen Bairsto
Vice President
EACH
OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry
H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment A
Page 1 of 1
LIST OF
CUSTOMERS
Add the
following Funds:
Equity
Funds
T. Rowe Price
Institutional International Funds, Inc., on behalf of:
T. Rowe Price Institutional Emerging Markets Equity Fund
Income
Funds
T. Rowe Price
Inflation Protected Bond Fund, Inc.
Add the
following Fund to the Global Proxy Service Rider:
Income
Funds
T. Rowe Price
Inflation Protected Bond Fund, Inc.
Add the
following Fund to the Global Proxy Service and Russian Rider
Equity
Funds
T. Rowe Price
Institutional International Funds, Inc., on behalf of:
T. Rowe Price Institutional Emerging Markets Equity Fund
Schedule A
Page 1 of 3
LIST OF
CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Equity Funds, Inc. on behalf of: T. Rowe Price Institutional Large-Cap Growth Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global
Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T. Rowe Price Institutional International Funds,
Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Fund
T. Rowe Price Institutional Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider Global
Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional High Yield Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging
Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International
Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody Agreement
of January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September
3, 1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9,
2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001, April 24,
2002 and July 24, 2002 (the “Custody Agreement”) by and between each of the
Entities listed in Schedule A, as amended thereto, severally and not jointly
(each such entity referred to hereinafter as the “Customer”) and JPMorgan Chase
Bank, whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is
hereby further amended, as of July 23, 2003 (the “Amendment Agreement”).
Terms defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer wishes to appoint the Bank as its global custodian and the Bank wishes
to accept such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement. The
Customer and Bank agree to be bound in all respects by all the terms and conditions
of the Custody Agreement and shall be fully liable and responsible thereunder
as a “Customer” and “Bank,” respectively, as defined in the Custody Agreement.
3. Confirmation of
Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing Law:
This Amendment Agreement shall be construed in accordance with and governed by
the law of the State of New York without regard to its conflict of law
principles.
IN WITNESS WHEREOF, the parties have executed this
Amendment Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
By: /s/Andrew
Lawson
Andrew Lawson
Vice President
EACH
OF THE CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
By: /s/Henry
H. Hopkins
Henry H. Hopkins
Vice President
Attachment A
Page 1 of 1
LIST OF
CUSTOMERS
Add the
following Fund:
Equity
Funds:
T. Rowe Price
Institutional Equity Funds, Inc., on behalf of:
T. Rowe Price Institutional Large-Cap Core Growth Fund
Add the
following Fund to the Global Proxy Service Rider:
Equity
Funds:
T. Rowe Price
Institutional Equity Funds, Inc., on behalf of:
T. Rowe Price Institutional Large-Cap Core Growth Fund
Schedule A
Page 1 of 3
LIST OF
CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
ATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Equity Funds, Inc. on behalf of: T. Rowe Price Institutional Large-Cap Core Growth
Fund T. Rowe Price Institutional Large-Cap Growth Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Fund
T. Rowe Price Institutional Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional High Yield Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, as amended April 18, 1994, August 15, 1994,
November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6, 1999,
February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24,
2001, April 24, 2002, July 24, 2002 and July 23, 2003 (the “Custody Agreement”)
by and between each of the Entities listed in Schedule A, as amended thereto,
severally and not jointly (each such entity referred to hereinafter as the
“Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by
JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of October 22,
2003 (the “Amendment Agreement”). Terms defined in the Custody Agreement are
used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation of Agreement. Except
as amended hereby, the Custody Agreement is in full force and effect and as so
amended is hereby ratified, approved and confirmed by the Customer and the Bank
in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds:
T. Rowe Price Diversified Mid-Cap Growth Fund, Inc.
Add the following Fund to the Global Proxy Service Rider:
Equity Funds:
T. Rowe Price Diversified Mid-Cap Growth Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price
Institutional Equity Funds, Inc. on behalf of: T. Rowe Price Institutional
Large-Cap Core Growth Fund T. Rowe Price Institutional Large-Cap Growth
Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Fund
T. Rowe Price Institutional Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy Service
Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional High Yield Fund
|
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule
A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging
Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign
Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International
Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody
Agreement of January 3, 1994, as amended April 18, 1994, August 15, 1994,
November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6, 1999,
February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24,
2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22, 2003 (the
“Custody Agreement”) by and between each of the Entities listed in Schedule A,
as amended thereto, severally and not jointly (each such entity referred to
hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have
been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as
of September 20, 2004 (the “Amendment Agreement”). Terms defined in the Custody
Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer wishes to appoint the Bank as its global custodian and the Bank
wishes to accept such appointment pursuant to the terms of the Custody
Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I, II and III of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add or change certain Customers as specified in Attachment
A hereto. The revised Schedule A incorporating these changes in the form
attached shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
ATTACHMENT A HERETO, SEVERALLY
AND NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Income Funds:
T. Rowe Price Institutional Income Funds, Inc., on behalf of:
T. Rowe Price Institutional Core Plus Fund
Add the following Fund to the Global Proxy Service Rider:
Equity Funds:
T. Rowe Price Institutional Income Funds, Inc., on behalf of:
T. Rowe Price Institutional Core Plus Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT
COMPANIES/PORTFOLIOS REGISTERED UNDER THE INVESTMENT COMPANY
ACT OF 1940
|
The Mutual
Fund Rider is applicable to all Customers listed under Section I of this
Schedule A.
|
Equity
Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price
Institutional Equity Funds, Inc. on behalf of: T. Rowe Price Institutional
Large-Cap Core Growth Fund T. Rowe Price Institutional Large-Cap Growth
Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Fund
T. Rowe Price Institutional Foreign Equity Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider Global Proxy Service Rider and
Russian Rider Global Proxy Service Rider and Russian Rider Global Proxy
Service Rider and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional Core Plus Fund
T. Rowe Price Institutional High Yield Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service Rider and Russian Rider
Global Proxy Service Rider and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE
RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA Rider
is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, (the “Custody Agreement”), as amended from time
to time, by and between each of the Entities listed in Schedule A, as amended
thereto, severally and not jointly (each such entity referred to hereinafter as
the “Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN
CHASE BANK (the “Bank”) is hereby further amended, as of December 14, 2005
(the “Amendment Agreement”). Terms defined in the Custody Agreement are used
herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
SCHEDULE A HERETO, SEVERALLY AND
NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund to the Russian Rider:
Equity Funds:
T. Rowe Price Blue Chip Growth Fund, Inc.
T. Rowe
Price Developing Technologies Fund, Inc.
T. Rowe Price
Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe
Price Global Technology Fund, Inc.
T. Rowe
Price Media & Telecommunications Fund, Inc.
Schedule A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT COMPANIES/PORTFOLIOS REGISTERED
UNDER THE INVESTMENT COMPANY ACT OF 1940
|
The Mutual Fund Rider is applicable to all
Customers listed under Section I of
this Schedule A.
|
Equity Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service and Russian Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price
Institutional Equity Funds, Inc. on behalf of: T. Rowe Price Institutional
Large-Cap Core Growth Fund T. Rowe Price Institutional Large-Cap Growth
Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Fund
T. Rowe Price Institutional Foreign Equity Fund
|
Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider Global Proxy Service and Russian Rider Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service
and Russian Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional Core Plus Fund
T. Rowe Price Institutional High Yield Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule A
Page 3 of 3
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody
Agreement of January 3, 1994, April 18, 1994, August 15, 1994, November 8,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September 3,
1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9, 2000,
April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001, April 24,
2002, July 24, 2002, July 23, 2003 and October 22, 2003, September 20, 2004 and
December 14, 2005 (the “Custody Agreement”), as amended from time to time, by
and between each of the Entities listed in Schedule A, as amended thereto,
severally and not jointly (each such entity referred to hereinafter as the
“Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by
JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of April 19,
2006 (the “Amendment Agreement”). Terms defined in the Custody Agreement are
used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation of Agreement.
Except as amended hereby, the Custody Agreement is in full force and effect and
as so amended is hereby ratified, approved and confirmed by the Customer and
the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
SCHEDULE A HERETO, SEVERALLY AND
NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Global Equity Fund
Add the following Fund to the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Global Equity Fund
Add the following Funds to the Russian Rider:
Equity Funds:
T. Rowe Price Balanced Fund, Inc.
T. Rowe
Price Personal Strategy Funds, Inc., on behalf of
T. Rowe Price Personal Strategy Balanced Fund,
T. Rowe Price Personal Strategy Growth Fund and
T. Rowe Price Personal Strategy Income Fund
T. Rowe
Price Equity Series, Inc. on behalf of:
T. Rowe Price Personal Strategy Balanced Portfolio
T. Rowe
Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Global Equity Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT COMPANIES/PORTFOLIOS REGISTERED
UNDER THE INVESTMENT COMPANY ACT OF 1940
|
The Mutual Fund Rider is applicable to all
Customers listed under Section I of
this Schedule A.
|
Equity Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service and Russian Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule
A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
T.
Rowe Price Institutional Equity Funds, Inc. on behalf of: T. Rowe Price
Institutional Large-Cap Core Growth Fund T. Rowe Price Institutional
Large-Cap Growth Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Mid-Cap Equity Growth Fund
|
Global Proxy
Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Equity Fund T. Rowe Price
Institutional Foreign Equity Fund
T. Rowe Price Institutional Global Equity Fund
|
Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
|
Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service
and Russian Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule
A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional Core Plus Fund
T. Rowe Price Institutional High Yield Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common Trust
Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT
AGREEMENT
The Global Custody
Agreement of January 3, 1994, April 18, 1994, August 15, 1994, November 8,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September 3,
1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9,
2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001, April 24,
2002, July 24, 2002, July 23, 2003 and October 22, 2003, September 20,
2004, December 14, 2005 and April 19, 2006 (the “Custody Agreement”), as
amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of October 18, 2006 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW,
THEREFORE, the parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation of Agreement. Except as
amended hereby, the Custody Agreement is in full force and effect and as so
amended is hereby ratified, approved and confirmed by the Customer and the Bank
in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN
WITNESS WHEREOF, the parties have executed this Amendment Agreement as of
the day and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
SCHEDULE A HERETO, SEVERALLY AND
NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add
the following Funds:
Equity Funds:
T. Rowe Price Institutional Equity Funds, Inc., on behalf of
T. Rowe Price Institutional Concentrated Large-Cap Value Fund
T. Rowe
Price International Funds, Inc., on behalf of
T. Rowe Price Overseas Stock Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Emerging Markets Bond Fund
Add
the following Funds to the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional Equity Funds, Inc., on behalf of
T. Rowe Price Institutional Concentrated Large-Cap Value Fund
T. Rowe
Price International Funds, Inc., on behalf of
T. Rowe Price Overseas Stock Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Emerging Markets Bond Fund
Add
the following Funds to the Russian Rider:
Equity Fund:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Overseas Stock Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional Emerging Markets Bond Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT COMPANIES/PORTFOLIOS REGISTERED
UNDER THE INVESTMENT COMPANY ACT OF 1940
|
The Mutual Fund Rider is applicable to all
Customers listed under Section I of
this Schedule A.
|
Equity Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service and Russian Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule
A
Page 2 of 3
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
T.
Rowe Price Institutional Equity Funds, Inc. on behalf of:
T. Rowe Price Institutional Concentrated Large-Cap
Value Fund
T. Rowe Price Institutional Large-Cap Core Growth Fund T. Rowe Price
Institutional Large-Cap Growth Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Institutional Mid-Cap Equity Growth
Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Equity Fund T. Rowe Price
Institutional Foreign Equity Fund
T. Rowe Price Institutional Global Equity Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Europe & Mediterranean Fund T. Rowe Price
Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price Overseas Stock Fund
|
Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider Global Proxy Service and Russian Rider Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service
and Russian Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional Core Plus Fund
T. Rowe Price Institutional High Yield Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T. Rowe Price Institutional Emerging Markets Bond Fund
|
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Schedule A
Page 3 of 3
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Common Trust Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT AGREEMENT
The Global Custody
Agreement of January 3, 1994, April 18, 1994, August 15, 1994, November 8,
1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September 3,
1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9,
2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001, April 24,
2002, July 24, 2002, July 23, 2003 and October 22, 2003, September 20,
2004, December 14, 2005, April 19, 2006 and October 18, 2006 (the “Custody
Agreement”), as amended from time to time, by and between each of the Entities
listed in Schedule A, as amended thereto, severally and not jointly (each such
entity referred to hereinafter as the “Customer”) and JPMorgan Chase Bank,
whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of April 24, 2007 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS,
the Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE,
the parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
*
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS
WHEREOF, the parties have executed this Amendment Agreement as of the day
and year first above written.
JPMORGAN CHASE BANK
/s/Andrew Lawson
By: ____________________________________
Andrew Lawson
Vice President
EACH OF THE
CUSTOMERS LISTED IN
SCHEDULE A HERETO, SEVERALLY AND
NOT JOINTLY
/s/Henry H. Hopkins
By: ____________________________________
Henry H. Hopkins
Vice President
Attachment
A
Page 1 of 1
LIST OF CUSTOMERS
Add
the following Funds:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Africa & Middle East Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional International Bond Fund
Add
the following Funds to the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Africa & Middle East Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional International Bond Fund
Add
the following Funds to the Russian Rider:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Africa & Middle East Fund
Income Fund:
T. Rowe Price Institutional International Funds, Inc., on behalf of
T. Rowe Price Institutional International Bond Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
|
I. INVESTMENT COMPANIES/PORTFOLIOS REGISTERED
UNDER THE INVESTMENT COMPANY ACT OF 1940
|
The Mutual Fund Rider is applicable to all
Customers listed under Section I of
this Schedule A.
|
Equity Funds
|
T.
Rowe Price Balanced Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Blue Chip Growth Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Capital Appreciation Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Capital Opportunity Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Developing Technologies Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Dividend Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Income Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio
T. Rowe Price Equity Income Portfolio
T. Rowe Price Health Sciences Portfolio
T. Rowe Price Mid-Cap Growth Portfolio
T. Rowe Price New America Growth Portfolio
T. Rowe Price Personal Strategy Balanced Portfolio
|
Global Proxy Service and Russian Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Financial Services Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Global Technology Fund, Inc.
|
Global
Proxy Service and Russian Rider
|
|
T.
Rowe Price Growth & Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Growth Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Health Sciences Fund, Inc.
|
Global
Proxy Service Rider
|
Schedule
A
Page 2 of 3
|
T.
Rowe Price Institutional Equity Funds, Inc. on behalf of: T. Rowe Price
Institutional Concentrated Large-Cap
Value Fund
T. Rowe Price Institutional Large-Cap Core Growth Fund T. Rowe Price
Institutional Large-Cap Growth Fund
T. Rowe Price Institutional Large-Cap Value Fund
T. Rowe Price Institutional Small-Cap Stock Fund
T. Rowe Price Institutional Mid-Cap Equity Growth
Fund
|
Global Proxy
Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T. Rowe Price Institutional Emerging Markets Equity
Fund
T. Rowe Price Institutional Foreign Equity Fund
T. Rowe Price Institutional Global Equity Fund
|
Global
Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Africa & Middle East Fund
T. Rowe Price Emerging Europe & Mediterranean Fund
T. Rowe Price Emerging Markets Stock Fund
T. Rowe Price European Stock Fund
T. Rowe Price Global Stock Fund
T. Rowe Price International Discovery Fund
T. Rowe Price International Growth & Income Fund
T. Rowe Price International Stock Fund
T. Rowe Price Japan Fund
T. Rowe Price Latin America Fund
T. Rowe Price New Asia Fund
T. Rowe Price Overseas Stock Fund
|
Global Proxy
Service and Russian Rider Global Proxy Service
and Russian Rider Global Proxy Service and Russian Rider Global Proxy Service
and Russian Rider Global Proxy Service and Russian Rider Global Proxy Service
and Russian Rider Global Proxy Service and Russian Rider Global Proxy Service
and Russian Rider Global Proxy Service and Russian Rider Global Proxy Service
and Russian Rider Global Proxy Service and Russian Rider Global Proxy Service
and Russian Rider
|
|
T.
Rowe Price International Index Fund, Inc. on behalf of: T. Rowe Price
International Equity Index Fund
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price International Series, Inc. on behalf of:
T. Rowe Price International Stock Portfolio
|
Global Proxy
Service and Russian Rider
|
|
T.
Rowe Price Media & Telecommunications Fund, Inc.
|
Global
Proxy Service
and Russian Rider
|
|
T.
Rowe Price Mid-Cap Growth Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Mid-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New America Growth Fund
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Era Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price New Horizons Fund, Inc.
|
Global
Proxy Service Rider
|
|
T. Rowe Price Real Estate Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Science & Technology Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Stock Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Small-Cap Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Value Fund, Inc.
|
Global
Proxy Service Rider
|
|
CUSTOMER
|
APPLICABLE RIDERS TO GLOBAL CUSTODY AGREEMENT
|
Income Funds
|
T.
Rowe Price Corporate Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price High Yield Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Income Series, Inc. on behalf of:
T. Rowe Price Limited-Term Bond Portfolio
|
Global Proxy Service Rider
|
|
T.
Rowe Price Inflation Protected Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Institutional Income Funds, Inc., on behalf of: T. Rowe Price
Institutional Core Plus Fund
T. Rowe Price Institutional High Yield Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T. Rowe Price Institutional Emerging Markets Bond Fund T. Rowe Price
Institutional International Bond Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund
T. Rowe Price International Bond Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price New Income Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Short-Term Bond Fund, Inc.
|
Global
Proxy Service Rider
|
|
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of: T. Rowe Price
Personal Strategy Balanced Fund
T. Rowe Price Personal Strategy Growth Fund
T. Rowe Price Personal Strategy Income Fund
|
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
Global Proxy Service and Russian Rider
|
|
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
|
Global Proxy Service Rider
Global Proxy Service Rider
Global Proxy Service Rider
|
|
T.
Rowe Price U.S. Bond Index Fund, Inc.
|
Global
Proxy Service Rider
|
|
II. ACCOUNTS SUBJECT
TO ERISA
|
The ERISA
Rider is applicable to all Customers Under Section II of this Schedule A.
|
T. Rowe Price
Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Schedule A
Page 3 of 3
Common Trust Funds
T. Rowe Price
Trust Company, as Trustee for the International
Common Trust Fund on behalf of the Underlying Trusts:
|
Emerging Markets Equity Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust
|
Global
Proxy Service Rider
|
|
Foreign Discovery Trust - B
|
Global
Proxy Service Rider
|
|
India Trust
|
Global
Proxy Service Rider
|
|
International Small-Cap Trust
|
Global
Proxy Service Rider
|
|
Japan Discovery Trust
|
Global
Proxy Service Rider
|
|
Taiwan Trust
|
Global
Proxy Service Rider
|
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006
and April 24, 2007 (the “Custody Agreement”), as amended from time to time, by
and between each of the Entities listed in Schedule A, as amended thereto,
severally and not jointly (each such entity referred to hereinafter as the
“Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by
JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of July 24, 2007
(the “Amendment Agreement”). Terms defined in the Custody Agreement are used
herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Wane
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/Henry
H. Hopkins
By: ____________________________________
Henry
H. Hopkins
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds:
T. Rowe Price Institutional Equity Funds, Inc., on behalf of
T. Rowe Price Institutional U.S. Structured Research
Fund
Add the following Funds to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional Equity Funds, Inc., on behalf of
T. Rowe Price Institutional U.S. Structured Research
Fund
Schedule A
Page
1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The
Mutual Fund Rider is applicable to
REGISTERED
UNDER THE INVESTMENT all Customers listed under Section I of
COMPANY
ACT OF 1940 this Schedule A.
Equity
Funds
T. Rowe Price Balanced Fund, Inc. Global
Proxy Service and Russian Rider
T. Rowe Price Blue Chip Growth Fund, Inc. Global
Proxy Service and Russian Rider
T. Rowe Price Capital Appreciation Fund Global
Proxy Service Rider
T. Rowe Price Capital Opportunity Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Developing Technologies Fund, Inc. Global
Proxy Service and Russian Rider
T. Rowe Price Diversified Mid-Cap Growth Fund,
Inc. Global Proxy Service Rider
T. Rowe Price Diversified Small-Cap Growth Fund,
Inc. Global Proxy Service Rider
T. Rowe Price Dividend Growth Fund, Inc. Global Proxy Service Rider
T. Rowe Price Equity Income Fund Global
Proxy Service Rider
T. Rowe Price Equity Series, Inc. on behalf of:
T. Rowe Price Blue Chip Growth Portfolio Global
Proxy Service and Russian Rider
T. Rowe Price Equity Income Portfolio Global
Proxy Service Rider
T. Rowe Price Health Sciences Portfolio Global
Proxy Service Rider
T. Rowe Price Mid-Cap Growth Portfolio Global
Proxy Service Rider
T. Rowe Price New America Growth Portfolio Global
Proxy Service Rider
T. Rowe Price Personal Strategy Balanced
Portfolio Global Proxy Service and Russian Rider
T. Rowe Price Financial Services Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Global Technology Fund, Inc. Global
Proxy Service and Russian Rider
T. Rowe Price Growth & Income Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Growth Stock Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Health Sciences Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Institutional
Equity Funds, Inc. on behalf of:
T. Rowe Price Institutional Concentrated
Large-Cap
Value Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T. Rowe Price Institutional Large-Cap Value
Fund Global Proxy Service Rider
T. Rowe Price Institutional Small-Cap Stock
Fund Global Proxy Service Rider
T. Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T. Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page 2 of 3
APPLICABLE
RIDERS TO
CUSTOMER
GLOBAL CUSTODY AGREEMENT
T. Rowe Price Institutional
International Funds, Inc. on behalf of:
T. Rowe Price
Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T. Rowe Price
Institutional Foreign Equity Fund Global Proxy Service and Russian Rider
T. Rowe Price
Institutional Global Equity Fund Global Proxy Service and Russian Rider
T. Rowe Price
International Funds, Inc. on behalf of:
T. Rowe Price
Africa & Middle East Fund Global Proxy Service and Russian Rider
T. Rowe Price
Emerging Europe &
Mediterranean
Fund Global Proxy Service and Russian
Rider
T. Rowe Price
Emerging Markets Stock Fund Global Proxy Service and Russian Rider
T. Rowe Price
European Stock Fund Global Proxy Service and Russian Rider
T. Rowe Price
Global Stock Fund Global Proxy Service and Russian Rider
T. Rowe Price
International Discovery Fund Global Proxy Service and Russian Rider
T. Rowe Price
International Growth & Income Fund Global Proxy Service and
Russian Rider
T. Rowe Price
International Stock Fund Global Proxy Service and Russian Rider
T. Rowe Price Japan Fund Global Proxy Service and Russian Rider
T. Rowe Price Latin America Fund Global Proxy Service and Russian Rider
T. Rowe Price New
Asia Fund Global Proxy Service and Russian Rider
T. Rowe Price Overseas
Stock Fund Global Proxy Service and Russian Rider
T. Rowe Price
International Index Fund, Inc. on behalf of:
T. Rowe Price
International Equity Index Fund Global Proxy Service and Russian Rider
T. Rowe Price
International Series, Inc. on behalf of:
T. Rowe Price
International Stock Portfolio Global Proxy Service and Russian Rider
T. Rowe Price Media
& Telecommunications Fund, Inc. Global Proxy Service and Russian Rider
T. Rowe Price Mid-Cap
Growth Fund, Inc. Global Proxy Service Rider
T. Rowe Price Mid-Cap
Value Fund, Inc. Global Proxy Service Rider
T. Rowe Price New America Growth Fund Global Proxy Service Rider
T. Rowe Price New Era
Fund, Inc. Global Proxy Service Rider
T. Rowe Price New
Horizons Fund, Inc. Global Proxy Service Rider
T. Rowe Price Real
Estate Fund, Inc. Global Proxy Service Rider
T. Rowe Price Science
& Technology Fund, Inc. Global Proxy Service Rider
T. Rowe Price Small-Cap
Stock Fund, Inc. Global Proxy Service Rider
T. Rowe Price Small-Cap
Value Fund, Inc. Global Proxy Service Rider
T. Rowe Price Value
Fund, Inc. Global Proxy Service Rider
Income
Funds
T. Rowe Price Corporate
Income Fund, Inc. Global Proxy Service Rider
T. Rowe Price High Yield
Fund, Inc. Global Proxy Service Rider
T. Rowe Price Fixed Income Series,
Inc. on behalf of:
T. Rowe Price
Limited-Term Bond Portfolio Global Proxy Service Rider
T. Rowe Price Inflation
Protected Bond Fund, Inc. Global Proxy Service Rider
T. Rowe Price Institutional
Income Funds, Inc., on behalf of:
T. Rowe Price Institutional
Core Plus Fund Global Proxy Service Rider
T. Rowe Price
Institutional High Yield Fund Global Proxy Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T. Rowe Price Institutional International Funds, Inc.,
on behalf of:
T.
Rowe Price Institutional Emerging Markets Bond Fund Global Proxy Service and
Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T. Rowe Price International Funds, Inc. on behalf of:
T. Rowe Price Emerging Markets Bond Fund Global
Proxy Service and Russian Rider
T. Rowe Price International Bond Fund Global
Proxy Service and Russian Rider
T. Rowe Price New Income Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Short-Term Bond Fund, Inc. Global
Proxy Service Rider
T. Rowe Price Personal Strategy Funds, Inc. on behalf
of:
T. Rowe Price Personal Strategy Balanced Fund Global
Proxy Service and Russian Rider
T. Rowe Price Personal Strategy Growth Fund Global
Proxy Service and Russian Rider
T. Rowe Price Personal Strategy Income Fund Global
Proxy Service and Russian Rider
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund Global
Proxy Service Rider
T. Rowe Price Tax-Efficient Growth Fund Global
Proxy Service Rider
T. Rowe Price Tax-Efficient Multi-Cap Growth
Fund Global Proxy Service Rider
T. Rowe Price U.S. Bond Index Fund, Inc. Global
Proxy Service Rider
II. ACCOUNTS SUBJECT TO ERISA The
ERISA Rider is applicable to all
Customers under Section II of this
Schedule A.
T. Rowe Price Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common
Trust Funds
T. Rowe Price Trust Company, as Trustee for the
International
Common Trust Fund on behalf of the Underlying
Trusts:
Emerging Markets Equity Trust Global
Proxy Service Rider
Foreign Discovery Trust Global
Proxy Service Rider
Foreign Discovery Trust - B Global
Proxy Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global
Proxy Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007 and July 24, 2007 (the “Custody Agreement”), as amended from
time to time, by and between each of the Entities listed in Schedule A, as
amended thereto, severally and not jointly (each such entity referred to
hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have
been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as
of October 23, 2007 (the “Amendment Agreement”). Terms defined in the Custody
Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/Henry
H. Hopkins
By: ____________________________________
Henry
H. Hopkins
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Income Funds:
T. Rowe Price Institutional Income Funds, Inc., on behalf of
T. Rowe Price Institutional Floating Rate Fund
Add the following Funds to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional Income Funds, Inc., on behalf of
T. Rowe Price Institutional Floating Rate Fund
Schedule A
Page
1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The
Mutual Fund Rider is applicable to
REGISTERED
UNDER THE INVESTMENT all Customers listed under Section I of
COMPANY
ACT OF 1940 this Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Developing Technologies Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Institutional Equity Funds, Inc.
on behalf of:
T.
Rowe Price Institutional Concentrated Large-Cap
Value Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Balanced Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Growth Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Multi-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price U.S. Bond Index Fund, Inc. Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common
Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign Discovery Trust - B Global
Proxy Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007 and October 23, 2007 (the “Custody Agreement”),
as amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of February 6, 2008 (the “Amendment Agreement”).
Terms defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment Agreement
as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc., on
behalf of
T. Rowe Price Institutional Africa & Middle East
Fund
Add the following Funds to
the Global Service Proxy and Russian Rider:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc., on
behalf of
T. Rowe Price Institutional Africa & Middle East
Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Developing Technologies Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy Service
Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Institutional Equity Funds, Inc.
on behalf of:
T.
Rowe Price Institutional Concentrated Large-Cap
Value Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund ` Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Real Estate Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Balanced Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Growth Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Multi-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price U.S. Bond Index Fund, Inc. Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007, October 23, 2007 and February 6, 2008 (the
“Custody Agreement”), as amended from time to time, by and between each of the
Entities listed in Schedule A, as amended thereto, severally and not jointly
(each such entity referred to hereinafter as the “Customer”) and JPMorgan Chase
Bank, whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is
hereby further amended, as of July 22, 2008 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds:
T. Rowe Price Global Real Estate Fund, Inc.
T. Rowe Price Institutional International Funds, Inc., on
behalf of
T. Rowe Price Institutional Global Large-Cap Equity
Fund
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Global Large-Cap Stock Fund
Add the following Funds to
the Global Service Proxy and Russian Rider:
Equity Funds:
T. Rowe Price Global Real Estate Fund, Inc.
T. Rowe Price Institutional International Funds, Inc., on
behalf of
T. Rowe Price Institutional Global Large-Cap Equity
Fund
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Global Large-Cap Stock Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Developing Technologies Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Institutional Equity Funds, Inc.
on behalf of:
T.
Rowe Price Institutional Concentrated Large-Cap
Value Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T. Rowe Price New America Growth Fund Global
Proxy Service Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Balanced Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Growth Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Multi-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price U.S. Bond Index Fund, Inc. Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007, October 23, 2007, February 6, 2008 and July 22,
2008 (the “Custody Agreement”), as amended from time to time, by and between
each of the Entities listed in Schedule A, as amended thereto, severally and
not jointly (each such entity referred to hereinafter as the “Customer”) and
JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN CHASE BANK
(the “Bank”) is hereby further amended, as of October 21, 2008 (the “Amendment
Agreement”). Terms defined in the Custody Agreement are used herein as therein
defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Income Funds:
T. Rowe Price Strategic Income Fund, Inc.
Add the following Funds to
the Global Service Proxy:
Income Funds:
T. Rowe Price Strategic Income Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Developing Technologies Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Institutional Equity Funds, Inc.
on behalf of:
T.
Rowe Price Institutional Concentrated Large-Cap
Value Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Growth Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T. Rowe Price New America Growth Fund Global
Proxy Service Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy Service
Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Balanced Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Growth Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Multi-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price U.S. Bond Index Fund, Inc. Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007, October 23, 2007, February 6, 2008, July 22,
2008 and October 21, 2008 (the “Custody Agreement”), as amended from time to
time, by and between each of the Entities listed in Schedule A, as amended
thereto, severally and not jointly (each such entity referred to hereinafter as
the “Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by
JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of April 22,
2009 (the “Amendment Agreement”). Terms defined in the Custody Agreement are
used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to add certain Customers as specified in Attachment A hereto
to the Russian Rider dated July 17, 1997. The revised Schedule A incorporating
these changes in the form attached shall supersede the existing Schedule A in
its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Funds:
Equity Funds:
T. Rowe Price U.S. Large-Cap Core Fund, Inc.
Add the following Funds to
the Global Service Proxy:
Equity Funds:
T. Rowe Price U.S. Large-Cap Core Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Developing Technologies Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Institutional Equity Funds, Inc.
on behalf of:
T.
Rowe Price Institutional Concentrated Large-Cap
Value Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T. Rowe Price New America Growth Fund Global
Proxy Service Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Balanced Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Growth Fund Global Proxy Service
Rider
T.
Rowe Price Tax-Efficient Multi-Cap Growth Fund Global Proxy Service
Rider
T.
Rowe Price U.S. Bond Index Fund, Inc. Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson Matthey Salaried Employee Savings Plan
Common
Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007, October 23, 2007, February 6, 2008, July 22,
2008, October 21, 2008 and April 22, 2009 (the “Custody Agreement”), as amended
from time to time, by and between each of the Entities listed in Schedule A, as
amended thereto, severally and not jointly (each such entity referred to
hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have
been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as
of October 1, 2009 (the “Amendment Agreement”). Terms defined in the Custody
Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Delete the following Funds:
Equity Funds:
T. Rowe Price Developing Technologies Fund, Inc.
T. Rowe Price Institutional Equity Funds, Inc. on
behalf of:
T. Rowe Price Institutional Concentrated
Large-Cap Value Fund
Income Funds:
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price U.S. Bond Index Fund, Inc.
Delete the following Funds
from the Global Service Proxy:
Equity Funds:
T. Rowe Price Developing Technologies Fund, Inc.
T. Rowe Price Institutional Equity Funds, Inc. on
behalf of:
T. Rowe Price Institutional Concentrated
Large-Cap Value Fund
Income Funds:
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Balanced Fund
T. Rowe Price Tax-Efficient Growth Fund
T. Rowe Price U.S. Bond Index Fund, Inc.
Change to the name of the following Fund:
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Multi-Cap Growth Fund
Effective September 16, 2009, the fund’s name was changed
to:
T. Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T. Rowe Price Tax-Efficient Equity Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T. Rowe Price New America Growth Fund Global
Proxy Service Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
Schedule
A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22, 2003,
September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006, April
24, 2007, July 24, 2007, October 23, 2007, February 6, 2008, July 22, 2008,
October 21, 2008 April 22, 2009 and October 1, 2009 (the “Custody Agreement”),
as amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of October 20, 2009 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Global Infrastructure Fund
Add the following Fund to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Global Infrastructure Fund
Add the following Funds to
the Russian Rider:
Equity Funds:
T. Rowe Price International Funds, Inc., on behalf of
T. Rowe Price Global Infrastructure Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Infrastructure Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Mid-Cap Value Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, April 18, 1994, August 15, 1994,
November 8, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23,
1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6,
1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July
24, 2001, April 24, 2002, July 24, 2002, July 23, 2003 and October 22,
2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006,
April 24, 2007, July 24, 2007, October 23, 2007, February 6, 2008, July 22,
2008, October 21, 2008 April 22, 2009, October 1, 2009 and October 20, 2009
(the “Custody Agreement”), as amended from time to time, by and between each of
the Entities listed in Schedule A, as amended thereto, severally and not
jointly (each such entity referred to hereinafter as the “Customer”) and
JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN CHASE BANK
(the “Bank”) is hereby further amended, as of December 16, 2009 (the “Amendment
Agreement”). Terms defined in the Custody Agreement are used herein as therein
defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Debra
Ware
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Income Funds:
T. Rowe Price Short-Term Income Fund, Inc.
Add the following Fund to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Short-Term Income Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Infrastructure Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Mid-Cap Value Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Short-Term Income Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as
amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of February 10, 2010 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Fiona
Neville
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds:
T. Rowe Price Real Assets Fund, Inc.
Add the following Fund to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Real Assets Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Foreign Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Infrastructure Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Media & Telecommunications Fund, Inc. Global Proxy Service
and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T. Rowe Price Mid-Cap Value Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Assets Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Schedule
A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Short-Term Income Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS SUBJECT TO ERISA The
ERISA Rider is applicable to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common
Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as
amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of April 29, 2010 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Fiona
Neville
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional Concentrated International
Equity Fund
Add the following Fund to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional Concentrated International
Equity Fund
Add the following fund to
the Russian Rider
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional Concentrated International
Equity Fund
Name change to the following Funds:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional Foreign Equity Fund
Effective June 1, 2010 the
fund’s name was changed to:
T. Rowe Price, Institutional International Funds Inc. on
behalf of:
T. Rowe Price Institutional Growth Equity Fund
Income Funds:
T. Rowe Price Short-Term Income
Fund, Inc.
Effective July 7, 2010 the
fund’s name was changed to
T. Rowe Price Inflation
Focused Bond Fund, Inc.
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Concentrated Global Proxy
Service and Russian Rider
International Equity Fund
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Growth Equity Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Infrastructure Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T. Rowe Price Media & Telecommunications
Fund, Inc. Global Proxy Service and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Assets Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Schedule
A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Focused Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS SUBJECT TO ERISA The
ERISA Rider is applicable to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common
Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
AMENDMENT
AGREEMENT
The
Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as
amended from time to time, by and between each of the Entities listed in
Schedule A, as amended thereto, severally and not jointly (each such entity
referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose
contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby
further amended, as of July 21, 2010 (the “Amendment Agreement”). Terms
defined in the Custody Agreement are used herein as therein defined.
WITNESSETH:
WHEREAS, the
Customer has appointed the Bank as its global custodian and the Bank has
accepted such appointment pursuant to the terms of the Custody Agreement;
NOW, THEREFORE, the
parties hereto agree as follows:
1. Amendment.
Sections I and II of Schedule A of the Custody Agreement (“Schedule A”)
shall be amended to change certain Customers as specified in Attachment A
hereto. The revised Schedule A incorporating these changes in the form attached
shall supersede the existing Schedule A in its entirety.
2. Agreement.
The Customer and Bank agree to be bound in all respects by all the terms
and conditions of the Custody Agreement and shall be fully liable and
responsible thereunder as a “Customer” and “Bank,” respectively, as defined in
the Custody Agreement.
3. Confirmation
of Agreement. Except as amended hereby, the Custody Agreement is in full
force and effect and as so amended is hereby ratified, approved and confirmed
by the Customer and the Bank in all respects.
4. Governing
Law: This Amendment Agreement shall be construed in accordance with and
governed by the law of the State of New York without regard to its conflict of
law principles.
IN WITNESS WHEREOF, the parties have executed this Amendment
Agreement as of the day and year first above written.
JPMORGAN
CHASE BANK
/s/Fiona
Neville
By: ____________________________________
Vice
President
EACH
OF THE CUSTOMERS LISTED IN
SCHEDULE
A HERETO, SEVERALLY AND
NOT
JOINTLY
/s/David
Oestreicher
By: ____________________________________
David
Oestreicher
Vice
President
Attachment A
Page 1 of 1
LIST OF CUSTOMERS
Add the following Fund:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional International Core Equity Fund
Add the following Fund to
the Global Service Proxy Rider:
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional International Core Equity Fund
Add the following fund to
the Russian Rider
Equity Funds:
T. Rowe Price Institutional International Funds, Inc. on
behalf of:
T. Rowe Price Institutional International Core Equity Fund
Schedule
A
Page 1 of 3
LIST OF CUSTOMERS, SEVERALLY AND NOT JOINTLY PARTIES
TO
GLOBAL CUSTODY AGREEMENT WITH
THE CHASE MANHATTAN BANK
DATED JANUARY 3, 1994
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
I. INVESTMENT COMPANIES/PORTFOLIOS The Mutual
Fund Rider is applicable to
REGISTERED UNDER THE
INVESTMENT all Customers listed under Section I of
COMPANY ACT OF 1940 this
Schedule A.
Equity
Funds
T.
Rowe Price Balanced Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Blue Chip Growth Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Capital Appreciation Fund Global Proxy
Service Rider
T.
Rowe Price Capital Opportunity Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Diversified Mid-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Diversified Small-Cap Growth Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Dividend Growth Fund, Inc. Global
Proxy Service Rider
T.
Rowe Price Equity Income Fund Global Proxy
Service Rider
T.
Rowe Price Equity Series, Inc. on behalf of:
T.
Rowe Price Blue Chip Growth Portfolio Global Proxy
Service and Russian Rider
T.
Rowe Price Equity Income Portfolio Global Proxy
Service Rider
T.
Rowe Price Health Sciences Portfolio Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Growth Portfolio Global Proxy
Service Rider
T.
Rowe Price New America Growth Portfolio Global Proxy Service
Rider
T.
Rowe Price Personal Strategy Balanced Portfolio Global Proxy Service
and Russian Rider
T.
Rowe Price Financial Services Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Global Real Estate Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Global Technology Fund, Inc. Global Proxy
Service and Russian Rider
T.
Rowe Price Growth & Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Growth Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Health Sciences Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Institutional Large-Cap Core
Growth Fund Global
Proxy Service Rider
T. Rowe Price Institutional Large-Cap Growth
Fund Global Proxy Service Rider
T.
Rowe Price Institutional Large-Cap Value Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Small-Cap Stock Fund Global Proxy Service
Rider
T.
Rowe Price Institutional Mid-Cap Equity Growth
Fund Global
Proxy Service Rider
T.
Rowe Price Institutional U.S. Structured Research
Fund Global
Proxy Service Rider
Schedule A
Page
2 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
T.
Rowe Price Institutional International Funds, Inc. on behalf of:
T.
Rowe Price Institutional Africa & Middle East
Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Concentrated Global Proxy
Service and Russian Rider
International Equity Fund
T.
Rowe Price Institutional International Core Global Proxy
Service and Russian Rider
Equity Fund
T.
Rowe Price Institutional Emerging Markets
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional Growth Equity Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Institutional Global Equity Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Institutional Global Large-Cap
Equity Fund Global
Proxy Service and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Africa & Middle East Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Emerging Europe &
Mediterranean Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Emerging Markets Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price European Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Infrastructure Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Global Large-Cap Stock Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Global Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Discovery Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Growth & Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Japan Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Latin America Fund Global Proxy
Service and Russian Rider
T.
Rowe Price New Asia Fund Global Proxy
Service and Russian Rider
T.
Rowe Price Overseas Stock Fund Global Proxy
Service and Russian Rider
T.
Rowe Price International Index Fund, Inc. on behalf of:
T.
Rowe Price International Equity Index Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Series, Inc. on behalf of:
T.
Rowe Price International Stock Portfolio Global Proxy
Service and Russian Rider
T. Rowe Price Media & Telecommunications
Fund, Inc. Global Proxy Service and Russian Rider
T.
Rowe Price Mid-Cap Growth Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Mid-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New America Growth Fund Global Proxy Service
Rider
T.
Rowe Price New Era Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price New Horizons Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Assets Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Real Estate Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Science & Technology Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Small-Cap Stock Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Small-Cap Value Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price U.S. Large-Cap Core Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Value Fund, Inc. Global Proxy
Service Rider
Schedule A
Page 3 of 3
APPLICABLE
RIDERS TO
CUSTOMER GLOBAL
CUSTODY AGREEMENT
Income
Funds
T.
Rowe Price Corporate Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price High Yield Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Fixed Income Series, Inc. on behalf of:
T.
Rowe Price Limited-Term Bond Portfolio Global Proxy Service
Rider
T.
Rowe Price Inflation Focused Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Inflation Protected Bond Fund, Inc. Global Proxy Service
Rider
T.
Rowe Price Institutional Income Funds, Inc., on behalf of:
T.
Rowe Price Institutional Core Plus Fund Global Proxy
Service Rider
T.
Rowe Price Institutional Floating Rate Fund Global Proxy
Service Rider
T.
Rowe Price Institutional High Yield Fund Global Proxy
Service Rider
T.
Rowe Price Institutional International Funds, Inc., on behalf of:
T.
Rowe Price Institutional Emerging Markets
Bond Fund Global
Proxy Service and Russian Rider
T.
Rowe Price Institutional International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Funds, Inc. on behalf of:
T.
Rowe Price Emerging Markets Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price International Bond Fund Global Proxy Service
and Russian Rider
T.
Rowe Price New Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Personal Strategy Funds, Inc. on behalf of:
T.
Rowe Price Personal Strategy Balanced Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Growth Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Personal Strategy Income Fund Global Proxy Service
and Russian Rider
T.
Rowe Price Short-Term Bond Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Strategic Income Fund, Inc. Global Proxy
Service Rider
T.
Rowe Price Tax-Efficient Funds, Inc. on behalf of:
T.
Rowe Price Tax-Efficient Equity Fund Global Proxy
Service Rider
II. ACCOUNTS
SUBJECT TO ERISA The ERISA Rider is applicable
to all
Customers
under Section II of this
Schedule
A.
T.
Rowe Price Trust Company, as Trustee for the
Johnson
Matthey Salaried Employee Savings Plan
Common
Trust Funds
T.
Rowe Price Trust Company, as Trustee for the International
Common
Trust Fund on behalf of the Underlying Trusts:
Emerging
Markets Equity Trust Global Proxy
Service Rider
Foreign
Discovery Trust Global Proxy
Service Rider
Foreign
Discovery Trust - B Global Proxy
Service Rider
India Trust Global
Proxy Service Rider
International
Small-Cap Trust Global Proxy Service
Rider
Japan
Discovery Trust Global
Proxy Service Rider
Taiwan Trust Global Proxy
Service Rider
