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EXHIBIT NO. EXHIBIT NAME EXHIBIT NO.
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8(c) Form of Assignment of Custody Agreement 99.B8(c)
Assignment
of Custody Agreement
AGREEMENT, made this ____ day of ______, 199_ among PIMCO Funds:
Multi-Manager Series (the "Fund"), a Massachusetts business trust, Pacific
Investment Management Company ("PIMCO"), a corporation organized under the laws
of California, PIMCO Advisors L.P. ("PALP"), a limited partnership, and
Investors Fiduciary Trust Company ("Custodian"), a trust company chartered under
the laws of the State of Missouri.
WHEREAS, the Fund, Pacific Financial Asset Management Corporation
("PFAMCo"), the corporate predecessor of PALP, and the Custodian entered into a
Custody Agreement dated December 17, 1990 (together with all Addenda thereto,
the "Custody Agreement"), pursuant to which the Custodian agreed to serve as
Custodian to the Fund with respect to the Portfolios (as defined in the Custody
Agreement); and
WHEREAS, in accordance with paragraph H of Section 13 of the Custody
Agreement, PFAMCo assigned its rights and obligations to PALP under the Custody
Agreement effective November 15, 1994, and the Fund and the Custodian consented
to such assignment; and
WHEREAS, in accordance with paragraph H of Section 13 of the Custody
Agreement, PALP assigned its rights and obligations to PIMCO under the Custody
Agreement effective August 11, 1995, and the Fund and the Custodian consented to
such assignment; and
WHEREAS, PIMCO wishes to assign its rights and obligations under the
Custody Agreement to PALP, effective as of the date indicated above; and
WHEREAS, the Fund wishes for the Custodian to continue to serve as
Custodian to the Portfolios, and the Custodian wishes to continue to so serve,
after the assignment described above;
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein and in the Custody Agreement, and in accordance with paragraph
H of Section 13 of the Custody Agreement, the parties agree as follows:
1. Assignment.
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Effective as of the date indicated above, PIMCO hereby assigns all
of its rights, duties, and obligations under the Custody Agreement to PALP.
2. Performance of Duties.
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Effective as of the date indicated above, PALP hereby assumes and
agrees to perform all of PIMCO's duties and obligations under the Custody
Agreement and be subject to all of the terms and conditions of said Agreement as
if they applied to PALP. PALP shall not be responsible for any claim or demand
arising under the Custody Agreement from services rendered prior to the
effective date of this Assignment unless otherwise agreed by PALP, and PIMCO
shall not be responsible for any claim or demand arising under the Custody
Agreement from services rendered after the effective date of this Assignment
unless otherwise agreed by PIMCO.
3. Consent.
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The Fund and the Custodian hereby consent to this assignment to
PALP of PIMCO's rights, duties and obligations under the Custody Agreement and
the assumption by PALP of such rights, duties, and obligations, and agree,
subject to the terms and conditions of the Custody Agreement, to look to PALP
for the performance of the duties and obligations previously assumed by PIMCO
under said Agreement after the effective date as described above.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to
be executed by their officers designated below on the day and year first above
written.
PIMCO FUNDS: MULTI-MANAGER SERIES
By:
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Attest: Title:
Title:
PACIFIC INVESTMENT MANAGEMENT COMPANY
By:
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Attest: Title:
Title:
PIMCO ADVISORS L.P.
By:
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Attest: Title:
Title:
INVESTORS FIDUCIARY TRUST COMPANY
By:
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Attest: Title:
Title:
