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Agmt25 Voya
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Agmt25 Voya
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Last modified
8/29/2025 11:06:53 AM
Creation date
8/29/2025 11:06:50 AM
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Agreement
PROJECT NAME
Loan Custodial Agreement
RMP File Number
304.5
Date
8/14/2025
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-5- <br /> (b) Interest on Uninvested Cash. The Custodian shall also be entitled to receive as part of its <br />compensation any amounts earned under Section 3.1(f) related to earnings on deposits. Such earnings shall include <br />earnings on uninvested cash related to Plan contributions and earnings on uninvested cash pending distribution, or <br />earnings on cash otherwise held uninvested as directed by Employer. <br />(c) Authorization. The Custodian shall also be authorized to charge and collect expenses incurred by it <br />in the discharge of its duties under this Agreement in accordance with Section 3.1. The Custodian is authorized to <br />charge and collect from the Account any and all such fees and expenses, unless the Employer objects within 30 days <br />of receiving notice of the Trustee's intent to collect its fees and expenses from the Account. <br />6.2 Tax Obligations. To the extent an Authorized Party has provided necessary information to the <br />Custodian, the Custodian may use reasonable efforts to assist such Authorized Party to notify the Employer of any <br />responsibility for payment of taxes, withholding, certification and reporting requirements, claims for exemptions or <br />refund, interest, penalties and other related expenses of the Account ("Tax Obligations"). Notwithstanding the <br />foregoing, the Custodian shall not have any responsibility or liability for any Tax Obligations now or hereafter <br />imposed on the Employer or the Account by any taxing authorities, domestic or foreign, except as provided by <br />applicable law. To the extent the Custodian is responsible under any applicable law for payment of any Tax <br />Obligation on behalf of the Account, the Employer shall cause the appropriate Authorized Party to inform the <br />Custodian of all Tax Obligations, shall direct the Custodian with respect to the performance of such Tax Obligations, <br />and shall provide the Custodian with all information required by the Custodian to meet such Tax Obligations. <br />6.3 Force Majeure. The Custodian shall not be responsible or liable for any losses to the Account <br />resulting from nationalization, expropriation, devaluation, seizure, or similar action by any governmental authority, <br />de facto or de jure; or enactment, promulgation, imposition or enforcement by any such governmental authority of <br />currency restrictions, exchange controls, levies or other charges affecting the Account's property; or acts of war, <br />terrorism, pandemic, insurrection or revolution; or acts of God; or any other similar event beyond the control of the <br />Custodian or its agents. <br />6.4 Survival. This Section Six (6) shall survive the termination of this Agreement. <br />SECTION 7 - AMENDMENT, TERMINATION, RESIGNATION, REMOVAL <br />7.1 Amendment. The Custodian may amend this Agreement as necessary to comply with the <br />provisions of applicable law and regulations. The Custodian shall deliver written notice of any such amendment to <br />the Named Fiduciary. Other amendments may be made by written agreement signed by the parties hereto. <br />7.2 Removal or Resignation of Custodian. The Custodian may be removed with respect to all or part <br />of the Account upon receipt of sixty (60) days' written notice from the Employer. The Custodian may resign as <br />custodian hereunder upon sixty (60) days' written notice delivered to the Employer. In the event of such removal or <br />resignation, the successor custodian will be appointed by the Employer, and the retiring custodian shall transfer the <br />Account, less such amounts as may be reasonable and necessary to cover its compensation and direct expenses <br />including but not limited to, a pro-rata share of the fees described in Section 6.1. In the event the Employer fails to <br />appoint a successor custodian within sixty (60) days of receipt of written notice of resignation, the Custodian reserves <br />the right to seek the appointment of a successor custodian from a court of competent jurisdiction. The Employer shall <br />indemnify the Custodian from any costs incurred by the Custodian in seeking such appointment. The Custodian shall <br />have no duties, responsibilities or liability with respect to the acts or omissions of any successor custodian. <br />7.3 Merger or Consolidation of Custodian. Any entity into which the Custodian may be merged or with <br />which it may be consolidated, or any entity resulting from any merger or consolidation to which the Custodian is a <br />party, or any entity succeeding to the custody business of the Custodian, shall become the successor of the Custodian <br />hereunder, without the execution or filing of any instrument or the performance of any further act on the part of the <br />parties hereto. <br />7.4 Plan Termination. Upon termination of the Plan, the Custodian shall distribute all assets then <br />constituting the Account, less any fees and expenses payable from the Account, pursuant to the instructions of the <br />REV: 07-30-25 MI <br />ATTY/AGR.2025.195/Voya (Voya Loan Custody Agreement) (Page 5 of 7)
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