This agreement made as of this 3rd day of December 2007, between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter “Custodian”), and Diamond Portfolio Investment Trust, a Delaware Trust (the “Trust”), on behalf of each of its investment portfolios (individually, a “Fund” and collectively, the “Funds”) as listed on Appendix B hereof (as such Appendix B may be, from time to time, supplemented or amended).
WHEREAS, the Trust is registered as an open-end management investment company under the Investment Company Act of 194 , as amended (the “1940 Act”); and
WHEREAS, the Trust desires to appoint Custodian as the custodian for the custody of each Fund’s Assets (as hereinafter defined) owned by such Fund which Assets are to be held in such accounts as such Fund may establish from time to time; and
WHEREAS, Custodian is willing to accept such appointment on the terms and conditions hereof.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereto, intending to be legally bound, mutually covenant and agree as follows:
1. APPOINTMENT OF CUSTODIAN.
(a) The Trust hereby constitutes and appoints the Custodian as custodian of Assets belonging to each Fund which have been or may be from time to time deposited with the Custodian. Custodian accepts such appointment as a custodian and agrees to perform the duties and responsibilities of Custodian as set forth herein on the conditions set forth herein.
(b) The Custodian hereby represents and warrants to the Trust that it is qualified to be a custodian to an investment company pursuant to the requirements of the 1940 Act.
For purposes of this Agreement, the following terms shall have the meanings so indicated:
(a) “Security” or “Securities” shall mean stocks, bonds, bills, rights, script, warrants, interim certificates and all negotiable or nonnegotiable paper commonly known as securities and other instruments or obligations.
(b) “Assets” shall mean Securities, monies and other property held by the Custodian for the benefit of a Fund.
(c)(1) “Instructions”, as used herein, shall mean: (i) a tested telex, a written (including, without limitation, facsimile transmission) request, direction, instruction or certification signed or initialed by or on behalf of a Fund by an Authorized Person; (ii) a telephonic or other oral communication from a person the Custodian reasonably believes to be an Authorized Person; or (iii) a communication effected directly between an electro-mechanical or electronic device or system (including, without limitation, computers) on behalf of a Fund. Instructions in the form of oral communications shall be confirmed by the appropriate Fund by tested telex or in writing in the manner set forth in clause (i) above, but the lack of such confirmation shall in no way affect any action taken by the Custodian in reliance upon such oral Instructions prior to the Custodian’s receipt of such confirmation. The Trust, on behalf of each Fund, authorizes the Custodian to record any and all telephonic or other oral Instructions communicated to the Custodian, provided the Custodian keeps such recordings confidential and does not disclose such recordings: (i) unless pursuant to a lawful request from a governmental agency or court of competent jurisdiction or (ii) to any other third party without the prior written consent of the Trust.
(c)(2) “Special Instructions”, as used herein, shall mean Instructions countersigned or confirmed in writing by the President, Vice President or Treasurer of the Trust and any other person, whether or not such person is an officer of the Trust, duly authorized in writing by the Board of Directors of the Trust, which countersignature or confirmation shall be included on the same instrument containing the Instructions or on a separate instrument relating thereto.
(c)(3) Instructions and Special Instructions shall be delivered to the Custodian at the address and/or telephone, facsimile transmission or telex number agreed upon from time to time by the Custodian and each Fund.
(c)(4) Where appropriate, Instructions and Special Instructions shall be continuing instructions.