1 Exhibit (d)(4) INVESTMENT ADVISORY AGREEMENT This Agreement is made as of ___________, 2000, by and between GOVERNOR FUNDS, a Delaware business trust (the "Trust"), and MARTINDALE ANDRES & COMPANY LLC, a Pennsylvania limited liability company (the...Investment Advisory Agreement • October 30th, 2000 • Governor Funds
1 Exhibit (d)(2) INVESTMENT SUB-ADVISORY AGREEMENT This Agreement is made as of November 16, 1998, by and between GOVERNORS GROUP ADVISORS, INC., a Delaware corporation (the "Advisor"), and MARTINDALE ANDRES & COMPANY, INC., a Pennsylvania corporation...Investment Sub-Advisory Agreement • August 30th, 1999 • Governor Funds • Delaware
1 Exhibit (h)(2) TRANSFER AGENCY AGREEMENT This Agreement is made as of November 16, 1998, between Governor Funds (the "Trust"), a Delaware business trust having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219 and BISYS Fund...Transfer Agency Agreement • August 30th, 1999 • Governor Funds • Delaware
1 Exhibit (d)(1) INVESTMENT ADVISORY AGREEMENT This Agreement is made as of November 16, 1998, by and between GOVERNOR FUNDS, a Delaware business trust (the "Trust"), and GOVERNORS GROUP ADVISORS, INC., a Delaware corporation (the "Advisor"). WHEREAS,...Investment Advisory Agreement • August 30th, 1999 • Governor Funds • Delaware
1 Exhibit (h)(3) FUND ACCOUNTING AGREEMENT This Agreement is made as of November 16, 1998 between Governor Funds (the "Trust"), a Delaware business trust having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, and BISYS Fund...Fund Accounting Agreement • August 30th, 1999 • Governor Funds • Delaware
1 Exhibit (d)(8) INVESTMENT SUB-ADVISORY AGREEMENT This Agreement is made as of ____________, 2000, by and between MARTINDALE ANDRES & COMPANY LLC, a Pennsylvania limited liability company (the "Advisor"), and BRINSON PARTNERS, INC., a Delaware...Investment Sub-Advisory Agreement • October 30th, 2000 • Governor Funds • Delaware
SEAL) GOVERNOR FUNDSShare Purchase Agreement • August 30th, 1999 • Governor Funds • Delaware
1 Exhibit (e)(1) DISTRIBUTION AGREEMENT This Agreement is made this 16th day of November, 1998, between Governor Funds, a Delaware business trust (the "Trust"), 3435 Stelzer Road, Columbus, Ohio, 43219, and BISYS Fund Services Limited Partnership...Distribution Agreement • August 30th, 1999 • Governor Funds • Delaware
Exhibit (d)(3) INTERIM INVESTMENT ADVISORY AGREEMENT This Agreement is made as of October 6, 2000, by and between GOVERNOR FUNDS, a Delaware business trust (the "Trust"), and MARTINDALE ANDRES & COMPANY LLC, a Pennsylvania limited liability company...Interim Investment Advisory Agreement • October 30th, 2000 • Governor Funds
WITNESSETH:Cash Management and Related Services Agreement • October 1st, 1998 • Governor Funds • New York
WITNESSETH:Custody Agreement • October 29th, 1999 • Governor Funds • New York
INTERIM INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • October 30th, 2000 • Governor Funds • Delaware
1 October 29, 1999 Lana V. Burkhardt President Governor Funds 3435 Stelzer Road Columbus, OH 43219 Re: Governor Funds Dear Ms. Burkhardt: By our execution of this letter agreement (the "Agreement"), intending to be legally bound hereby, Martindale...Investment Advisory Fee Waiver Agreement • October 29th, 1999 • Governor Funds
ARTICLE I DEFINITIONSCustody Agreement • October 1st, 1998 • Governor Funds • New York
October 29, 1999 Governor Funds 3435 Stelzer Road Columbus, OH 43219 Re: Governor Funds Ladies and Gentlemen: By our execution of this letter agreement (the "Agreement"), intending to be legally bound hereby, BISYS Fund Services Ohio, Inc. and...Administration Fee Waiver Agreement • October 30th, 2000 • Governor Funds
INVESTMENT ADVISORY AGREEMENT This Agreement is made as of November 16, 1998, by and between GOVERNOR FUNDS, a Delaware business trust (the "Trust"), and GOVERNORS GROUP ADVISORS, INC., a Delaware corporation (the "Advisor"). WHEREAS, the Trust is...Investment Advisory Agreement • August 30th, 1999 • Governor Funds • Delaware
SUB-ITEM 77Q1: Exhibits (a) As of September 16, 1998 the following Section 3.11 is added to Article III of the Registrant's Bylaws: Section 3.11. Qualification of Directors. No person over the age 70 shall be eligible to serve as a trustee of the...Bylaws Amendment • August 30th, 1999 • Governor Funds
ii- 4 GOVERNOR FUNDS AGREEMENT AND DECLARATION OF TRUSTGovernor Funds Agreement and Declaration of Trust • October 1st, 1998 • Governor Funds
GOVERNORS GROUP ADVISORS, INC.Investment Advisory Fee Waiver Agreement • October 30th, 2000 • Governor Funds
1 EXHIBIT (9)(a) MANAGEMENT AND ADMINISTRATION AGREEMENT This Agreement is made this ___ day of ___________, 1998, by and among Governor Funds, a Delaware business trust, (the "Trust"), 3435 Stelzer Road, Columbus, Ohio 43219, BISYS Fund Services...Management and Administration Agreement • October 1st, 1998 • Governor Funds
1 Exhibit (h)(1) MANAGEMENT AND ADMINISTRATION AGREEMENT This Agreement is made as of this 16th day of November, 1998, by and among Governor Funds, a Delaware business trust, (the "Trust"), 3435 Stelzer Road, Columbus, Ohio 43219, BISYS Fund Services...Management and Administration Agreement • August 30th, 1999 • Governor Funds • Delaware
