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-4- <br />upon advice of counsel on all matters, and, if the use of such counsel is authorized by the Employer, the Custodian <br />shall be without liability for any action reasonably taken or omitted pursuant to such advice; <br />(l) Make, execute and deliver any and all documents, agreements or other instruments in writing as is <br />necessary or desirable for the accomplishment of any of the powers and duties in this Agreement; and <br />(m) Retain and engage one or more affiliates of the Custodian to perform, at no additional cost to the <br />Plan, the duties and responsibilities of the Custodian; and <br />(n) Generally take any action, whether or not expressly authorized, which the Custodian may deem <br />necessary or desirable for the fulfillment of its duties hereunder. <br />SECTION 4 - INVESTMENT OF THE ACCOUNT <br />4.1 Investment of the Account. The assets of the Account shall be invested and reinvested among the <br />investments selected by the Employer. The self-directed brokerage account will be considered one investment. The <br />Employer shall have sole responsibility for the investment and reinvestment of the assets of the Account, except to <br />the extent that the Plan permits participants to provide investment direction to the Plan’s recordkeeper with respect <br />to the investment of their individual accounts among investment options selected by the Employer. The Custodian <br />shall have no duty or responsibility for (i) selecting or providing advice with respect to the selection of any investment <br />options offered under the Plan, (ii) determining or reviewing any securities or other property purchased for or held by <br />the Plan, or (iii) providing advice with respect to the purchase, retention, redemption, or sale of any securities or other <br />property for the Plan. <br />SECTION 5 - REPORTING AND RECORDKEEPING <br />5.1 Records and Reports. The Custodian shall keep accurate records of all assets and loan documents <br />delivered to and from the Account for at least six years following the date of such transaction. The Custodian shall <br />provide a report of the assets of the Account including the loan documents held in the Account to the Employer from <br />time to time, but at least annually. The Custodian may rely on the fair market value of the property of the Account as <br />reported to it by authorized parties shall be fully protected in relying on such values. <br />5.2 Review of Reports. If, within ninety (90) days after the Custodian mails to the Employer a statement <br />with respect to the Account, the Employer has not given the Custodian written notice of any exception or objection <br />thereto, the statement shall be deemed to have been approved and, in such case, the Custodian shall not be liable for <br />any matters in such statements. The Employer or its agent, upon giving prior written notice to the Custodian, shall <br />have the right at its own expense to inspect the Custodian's books and records directly relating to the Account during <br />normal business hours. Custodian shall be reimbursed its actual costs for making such books and records available <br />for inspection. <br />5.3 Non-Account Assets. The duties of the Custodian shall be limited to the assets held in the Account, <br />and the Custodian shall have no duties with respect to property or assets held by any other person including, without <br />limitation, any trustee or other custodian for the Plan. The Employer hereby agrees that the Custodian shall not serve <br />as, and shall not be deemed to be, a co-trustee or co-custodian under the circumstances, and shall have no co-fiduciary <br />liability for any other person, trustee, custodian or other entity. <br />SECTION 6 - COMPENSATION, EXPENSES, TAXES, INDEMNIFICATION <br />6.1 Compensation and Expenses. <br />(a) Compensation. The Custodian shall be entitled to compensation for services under this Agreement <br />as set forth in the fee schedule as contained in or incorporated by reference into the Administrative Services <br />Agreement or similar document where plan fees are described and as otherwise provided for in this Agreement. The <br />Employer acknowledges that the Custodian may increase the amount of compensation on an annual basis with sixty <br />(60) days' prior written notice to the Employer. <br />REV: 07-30-25 MI <br />ATTY/AGR.2025.195/Voya (Voya Loan Custody Agreement) (Page 4 of 7)