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Custodian Agreement

 

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Title:

Custodian Agreement

Entities:

Putnam High Income Securities Fund

Date:

2004

Size:

Preview shows 18KB of 79KB total

Price:

$51

ID:

#2402419

 

 

► Securities ► Custodian Agreements

 

 

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                      CUSTODIAN AGREEMENT


AGREEMENT amended and restated as of June 1, 2001, between each of the
Putnam Funds listed in Schedule A, each of such Funds acting on its own
behalf separately from all the other Funds and not jointly or jointly
and severally with any of the other Funds (each of the Funds being
hereinafter referred to as the "Fund"), and Putnam Fiduciary Trust
Company (the "Custodian").

WHEREAS, the Custodian represents to the Fund that it is eligible to
serve as a custodian and foreign custody manager for a management
investment company registered under the Investment Company Act of 1940,
as amended (the "1940 Act"), and

WHEREAS, the Fund wishes to appoint the Custodian as the Fund's
custodian and foreign custody manager.

NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained, the parties hereto agree as follows:

1. Appointment of Custodian. The Fund hereby employs and appoints the
Custodian as custodian of its assets for the term and subject to the
provisions of this Agreement. At the direction of the Custodian, the
Fund agrees to deliver to the Sub-Custodians appointed pursuant to
Section 2 below (the "Sub-Custodians") securities, funds and other
property owned by it. The Custodian shall have no responsibility or
liability for or on account of securities, funds or other property not
so delivered to the Sub-Custodians. Upon request, the Fund shall deliver
to the Custodian or to such Sub-Custodians as the Custodian may direct
such proxies, powers of attorney or other instruments as may be
reasonably necessary or desirable in connection with the performance by
the Custodian or any Sub-Custodian of their respective obligations under
this Agreement or any applicable Sub-Custodian Agreement.

2. Appointment of Sub-Custodians. The Custodian may at any time and from
time to time appoint, at its own cost and expense, as a Sub-Custodian
for the Fund any bank or trust company which meets the requirements of
the 1940 Act and the rules and regulations thereunder to act as a
custodian, provided that the Fund shall have approved any such bank or
trust company and the Custodian gives prompt notice to the Fund of any
such appointment. The agreement between the Custodian and any
Sub-Custodian shall be substantially in the form of the Sub-Custodian
agreement attached hereto as Exhibit 1 (the "Sub-Custodian Agreement")
unless otherwise approved by the Fund, provided, however, that the
agreement between the Custodian and any Sub-Custodian appointed
primarily for the purpose of holding foreign securities of the Fund
shall be substantially in the form of the Sub-Custodian Agreement
attached hereto as Exhibit 1(A) (the "Foreign Sub-Custodian Agreement";
the "Sub-Custodian Agreement" and the "Foreign Sub-Custodian Agreement"
are herein referred to collectively and each individually as the
"Sub-Custodian Agreement"). All Sub-Custodians shall be subject to the
instructions of the Custodian and not the Fund. The Custodian may, at
any time in its discretion, remove any bank or trust company which has
been appointed as a Sub-Custodian but shall in such case promptly notify
the Fund in writing of any such action. Securities, funds and other
property of the Fund delivered pursuant to this Agreement shall be held
exclusively by Sub-Custodians appointed pursuant to the provisions of
this Section 2.

The Sub-Custodians which the Fund has approved to date are set forth in
Schedule B hereto. Schedule B shall be amended from time to time as
Sub-Custodians are changed, added or deleted.

With respect to the securities, funds or other property held by a
Sub-Custodian, the Custodian shall be liable to the Fund if and only to
the extent that such Sub-Custodian is liable to the Custodian. The
Custodian shall nevertheless be liable to the Fund for its own
negligence in transmitting any instructions received by it from the Fund
and for its own negligence in connection with the delivery of any
securities, funds or other property of the Fund to any such
Sub-Custodian.

In the event that any Sub-Custodian appointed pursuant to the provisions
of this Section 2 fails to perform any of its obligations under the
terms and conditions of the applicable Sub-Custodian Agreement, the
Custodian shall use its best efforts to cause such Sub-Custodian to
perform such obligations. In the event that the Custodian is unable to
cause such Sub-Custodian to perform fully its obligations thereunder,
the Custodian shall forthwith terminate such Sub-Custodian and, if
necessary or desirable, appoint another Sub-Custodian in accordance with
the provisions of this Section 2. The Custodian may with the approval of
the Fund commence any legal or equitable action which it believes is
necessary or appropriate in connection with the failure by a
Sub-Custodian to perform its obligations under the applicable
Sub-Custodian Agreement. Provided the Custodian shall not have been
negligent with respect to any such matter, such action shall be at the
expense of the Fund. The Custodian shall keep the Fund fully informed
regarding such action and the Fund may at any time upon notice to the
Custodian elect to take responsibility for prosecuting such action. In
such event the Fund shall have the right to enforce and shall be
subrogated to the Custodian's rights against any such Sub-Custodian for
loss or damage caused the Fund by such Sub-Custodian.

At the written request of the Fund, the Custodian will terminate any
Sub-Custodian appointed pursuant to the provisions of this Section 2 in
accordance with the termination provisions of the applicable
Sub-Custodian Agreement. The Custodian will not amend any Sub-Custodian
Agreement in any material manner except upon the prior written approval
of the Fund and shall in any case give prompt written notice to the Fund
of any amendment to the Sub-Custodian Agreement.

3. Duties of the Custodian with Respect to Property of the Fund Held by
Sub-Custodians.

3.1. Holding Securities - The Custodian shall cause one or more
Sub-Custodians to hold and, by book-entry or otherwise, identify as
belonging to the Fund all non-cash property delivered to such
Sub-Custodian.

3.2. Delivery of Securities - The Custodian shall cause Sub-Custodians
holding securities of the Fund to release and deliver securities owned
by the Fund held by the Sub-Custodian or in a Securities System (as
defined in Section 3.12) account of the Sub-Custodian only upon receipt
of Proper Instructions (as defined in Section 3.16), which may be
continuing instructions when deemed appropriate by the parties, and only
in the following cases:

3.2.1. Upon sale of such securities for the account of the Fund and
receipt of payment therefor; provided, however, that a Sub-Custodian may
release and deliver securities prior to the receipt of payment therefor
if (i) in the Sub-Custodian's judgment, (A) release and delivery prior
to payment is required by the terms of the instrument evidencing the
security or (B) release and delivery prior to payment is the prevailing
method of settling securities transactions between institutional
investors in the applicable market and (ii) release and delivery prior
to payment is in accordance with generally accepted trade practice and
with any applicable governmental regulations and the rules of Securities
Systems or other securities depositories and clearing agencies in the
applicable market. The Custodian agrees, upon request, to advise the
Fund of all pending transactions in which release and delivery will be
made prior to the receipt of payment therefor;

3.2.2. Upon the receipt of payment in connection with any repurchase
agreement related to such securities entered into by the Fund;

3.2.3. In the case of a sale effected through a Securities System, in
accordance with the provisions of Section 3.12 hereof;

3.2.4. To the depository agent in connection with tender or other
similar offers for portfolio securities of the Fund; provided that, in
any such case, the cash or other consideration is thereafter to be
delivered to the Sub-Custodian;

3.2.5. To the issuer thereof or its agent, when such securities are
called, redeemed, retired or otherwise become payable; provided that, in
any such case, the cash or other consideration is to be delivered to the
Sub-Custodian;

3.2.6. To the issuer thereof, or its agent for transfer into the name of
the Fund or into the name of any nominee or nominees of the
Sub-Custodian or into the name or nominee name of any agent appointed
pursuant to Section 3.11 or any other name permitted pursuant to Section
3.3; or for exchange for a different number of bonds, certificates or
other evidence representing the same aggregate face amount or number of
units; provided that, in any such case, the new securities are to be
delivered to the Sub-Custodian;

3.2.7. Upon the sale of such securities for the account of the Fund, to
the broker or its clearing agent, against a receipt, for examination in
accordance with "street delivery" custom; provided that in any such
case, the Sub-Custodian shall have no responsibility or liability for
any loss arising from the delivery of such securities prior to receiving
payment for such securities except as may arise from the Sub-Custodian's
own negligence or willful misconduct;

3.2.8. For exchange or conversion pursuant to any plan of merger,
consolidation, recapitalization, reorganization or readjustment of the
securities of the issuer of such securities, or pursuant to provisions
for conversion contained in such securities, or pursuant to any deposit
agreement; provided that, in any such case, the new securities and cash,
if any, are to be delivered to the Sub-Custodian;

3.2.9. In the case of warrants, rights or similar securities, the
surrender thereof in the exercise of such warrants, rights or similar
securities or the surrender of interim receipts or temporary securities
for definitive securities; provided that, in any such case, the new
securities and cash, if any, are to be delivered to the Sub-Custodian;

3.2.10. For delivery in connection with any loans of securities made by
the Fund;

3.2.11. For delivery as security in connection with any borrowings by
the Fund requiring a pledge of assets by the Fund, but only against
receipt of amounts borrowed;

3.2.12. Upon receipt of instructions from the transfer agent ("Transfer
Agent") for the Fund, for delivery to such Transfer Agent or to the
shareholders of the Fund in connection with distributions in kind, as
may be described from time to time in the Fund's Declaration of Trust
and currently effective registration statement, if any, in satisfaction
of requests by Fund shareholders for repurchase or redemption;

3.2.13. For delivery to another Sub-Custodian of the Fund; and

3.2.14. For any other proper corporate purpose, but only upon receipt
of, in addition to Proper Instructions, a certified copy of a resolution
of the Trustees or of the Executive Committee of the Fund signed by an
officer of the Fund and certified by its Clerk or an Assistant Clerk,
specifying the securities to be delivered, setting forth the purpose for
which such delivery is to be made, declaring such purposes to be proper
corporate purposes, and naming the person or persons to whom delivery of
such securities shall be made.

3.3. Registration of Securities. Securities of the Fund held by the
Sub-Custodians hereunder (other than bearer securities) shall be
registered in the name of the Fund or in the name of any nominee of the
Fund or of any nominee of the Sub-Custodians or any Eligible Foreign
Custodian subject to a Contract (each as defined in Section 3.11A) or
eligible securities depository (as defined in Section 3.11B), which
nominee shall be assigned exclusively to the Fund, unless the Fund has
authorized in writing the appointment of a nominee to be used in common
with other registered investment companies having the same investment
adviser as the Fund, or in the name or nominee name of any agent
appointed pursuant to Section 3.12. Notwithstanding the foregoing, a
Sub-Custodian, agent, Eligible Foreign Custodian or eligible securities
depository may hold securities of the Fund in a nominee name which is
used for its other clients provided that such name is not used by the
Sub-Custodian, agent, Eligible Foreign Custodian or eligible securities
depository for its own securities and that securities of the Fund are,
by book-entry or otherwise, at all times identified as belonging to the
Fund and distinguished from other securities held for other clients
using the same nominee name. In addition, and notwithstanding the
foregoing, a Sub-Custodian or agent thereof or Eligible Foreign
Custodian or eligible securities depository may hold securities of the
Fund in its own name if such registration is the prevailing method in
the applicable market by which custodians register securities of
institutional clients and provided that securities of the Fund are, by
book-entry or otherwise, at all times identified as belonging to the
Fund and distinguished from other securities held for other clients or
for the Sub-Custodian or agent thereof or Eligible Foreign Custodian or
eligible securities depository. All securities accepted by a
Sub-Custodian under the terms of a Sub-Custodian Agreement shall be in
good delivery form.

3.4. Bank Accounts. The Custodian shall cause one or more
Sub-Custodians to open and maintain a separate bank account or accounts
in the name of the Fund or the Custodian, subject only to draft or order
by the Sub-Custodian acting pursuant to the terms of a Sub-Custodian
Contract or by the Custodian acting pursuant to this Agreement, and
shall hold in such account or accounts, subject to the provisions
hereof, all cash received by it from or for the account of the Fund,
other than cash maintained by the Fund in a bank account established and
used in accordance with Rule 17f-3 under the 1940 Act. Funds held by the
Sub-Custodian for the Fund may be deposited by it to its credit as
sub-custodian or to the Custodian's credit as custodian in the Banking
Department of the Sub-Custodian or in such other banks or trust
companies as it may in its discretion deem necessary or desirable;
provided, however, that every such bank or trust company shall be
qualified to act as a custodian under the 1940 Act and that each such
bank or trust company and the funds to be deposited with each such bank
or trust company shall be approved by vote of a majority of the Trustees
of the Fund. Such funds shall be deposited by the Sub-Custodian or the
Custodian in its capacity as sub-custodian or custodian, respectively,
and shall be withdrawable by the Sub-Custodian or the Custodian only in
that capacity. The Sub-Custodian shall be liable for actual losses
incurred by the Fund attributable to any failure on the part of the
Sub-Custodian to report accurate cash availability information with
respect to the Fund's or the Custodian's bank accounts maintained by the
Sub-Custodian or any of its agents.

3.5. Payments for Shares. The Custodian shall cause one or more
Sub-Custodians to deposit into the Fund's account amounts received from
the Transfer Agent of the Fund for shares of the Fund issued by the Fund
and sold by its distributor. The Custodian will provide timely
notification to the Fund of any receipt by the Sub-Custodian from the
Transfer Agent of payments for shares of the Fund.

3.6. Availability of Federal Funds. Upon mutual agreement between the
Fund and the Custodian, the Custodian shall cause one or more
Sub-Custodians, upon the receipt of Proper Instructions, to make federal
funds available to the Fund as of specified times agreed upon from time
to time by the Fund and the Custodian with respect to amounts received
by the Sub-Custodians for the purchase of shares of the Fund.

3.7. Collection of Income. The Custodian shall cause one or more
Sub-Custodians to collect on a timely basis all income and other
payments with respect to registered securities held hereunder, including
securities held in a Securities System, to which the Fund shall be
entitled either by law or pursuant to custom in the securities business,
and shall collect on a timely basis all income and other payments with
respect to bearer securities if, on the date of payment by the issuer,
such securities are held by the Sub-Custodian or agent thereof and shall
credit such income, as collected, to the Fund's account. Without
limiting the generality of the foregoing, the Custodian shall cause the
Sub-Custodian to detach and present for payment all coupons and other
income items requiring presentation as and when they become due and


 

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