# Termination for convenience

(c) **Termination for Convenience**. The Investment Advisor may terminate this Agreement for any reason provided that (i) the Investment Advisor shall be required to provide BNY Mellon least sixty (60) days’ notice of the effective date of such termination (the “ **Termination for Convenience** Date”), (ii) on the **Termination for Convenience** Date, the Investment Advisor shall pay BNY Mellon its compensation due through the **Termination for Convenience** Date and shall reimburse BNY Mellon for its reasonable costs, expenses and disbursements incurred through the **Termination for Convenience** Date; provided, however, that if the Investment Advisor provides less than sixty (60) days’ notice of the **Termination for Convenience** Date, then on the **Termination for Convenience** Date the Investment Advisor shall pay BNY Mellon its compensation due through the date occurring sixty (60) days after the date of delivery of such lesser notice (based upon the average compensation previously earned by BNY Mellon under this Agreement for the two (2) calendar months most recently preceding the delivery date of such notice) and shall reimburse BNY Mellon for its reasonable costs, expenses and disbursements incurred through the **Termination for Convenience** Date, and (iii) notwithstanding the foregoing, if the end of the Term (as defined in paragraph (a) of this Section 10) is to occur less than sixty (60) days from the date of notice of termination, the Investment Advisor shall provide such lesser notice as may be reasonably practicable, and on the **Termination for Convenience** Date the Investment Advisor shall pay BNY Mellon its compensation due through the **Termination for Convenience** Date and shall reimburse BNY Mellon for its reasonable costs, expenses and disbursements incurred through the **Termination for Convenience** Date.

(c) **Termination for Convenience**. Any Fund may terminate this Agreement with respect to such Fund or its Portfolio(s) for any reason provided that (i) the applicable Fund shall be required to provide the Fund Accounting Agent at least sixty (60) days’ notice of the effective date of such termination (the “ **Termination for Convenience** Date”); (ii) on the **Termination for Convenience** Date, the applicable Fund shall pay the Fund Accounting Agent its compensation due through the **Termination for Convenience** Date and shall reimburse Fund Accounting Agent for its reasonable out-of-pocket costs, expenses and disbursements incurred through the **Termination for Convenience** Date; provided, however, that if the applicable Fund provides less than sixty (60) days’ notice of the **Termination for Convenience** Date, then on the **Termination for Convenience** Date the Fund shall pay the Fund Accounting Agent its compensation due through the date occurring sixty (60) days after the date of delivery of such lesser notice (based upon the average compensation previously earned by Fund Accounting Agent with respect to such Fund or Portfolio for the two (2) calendar months most recently preceding the delivery date of such notice) and shall reimburse the Fund Accounting Agent for its reasonable out-of-pocket costs, expenses and disbursements incurred through the **Termination for Convenience** Date; and (iii) notwithstanding the foregoing, if the end of the Term (as defined in paragraph (a) of this Section 9) is to occur less than sixty (60) days from the date of notice of termination, the applicable Fund shall provide such lesser notice as may be reasonably practicable, and on the **Termination for Convenience** Date the applicable Fund shall pay the Fund Accounting Agent its compensation due through the **Termination for Convenience** Date and shall reimburse Fund Accounting Agent for its reasonable out-of-pocket costs, expenses and disbursements incurred through the **Termination for Convenience** Date.

(c) **Termination for Convenience**. Any Trust may terminate this Agreement with respect to such Trust or its Portfolio(s) for any reason provided that (i) the Trust shall be required to provide the Transfer Agent at least sixty (60) days’ notice of the effective date of such termination (the “ **Termination for Convenience** Date”); (ii) on the **Termination for Convenience** Date, the applicable Trust shall pay the Transfer Agent its compensation due through the **Termination for Convenience** Date and shall reimburse the Transfer Agent for its reasonable costs, expenses and disbursements incurred through the **Termination for Convenience** Date that are invoiced and itemized; provided, however, that if the applicable Trust provides less than sixty (60) days’ notice of the **Termination for Convenience** Date, then on the **Termination for Convenience** Date the Trust shall pay the Transfer Agent its compensation due through the date occurring sixty (60) days after the date of delivery of such lesser notice (based upon the average compensation previously earned by Fund Accounting Agent with respect to such Fund or Portfolio for the two (2) calendar months most recently preceding the delivery date of such notice) and shall reimburse the Fund Accounting Agent for its reasonable out-of-pocket costs, expenses and disbursements incurred through the **Termination for Convenience** Date; and (iii) notwithstanding the foregoing, if the end of the Term (as defined in paragraph (a) of this Section 9) is to occur less than sixty (60) days from the date of notice of termination, the applicable Fund shall provide such lesser notice as may be reasonably practicable, and on the **Termination for Convenience** Date the applicable Fund shall pay the Fund Accounting Agent its compensation due through the **Termination for Convenience** Date and shall reimburse Fund Accounting Agent for its reasonable out-of-pocket costs, expenses and disbursements incurred through the **Termination for Convenience** Date.