EXHIBIT 10.2.1
AMENDMENT NUMBER SIX
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER SIX, dated May 31, 2000, to the Fund Accounting
Agreement dated May 31, 1997 (the "Agreement") by and between the parties set
forth in Schedule A, attached hereto and incorporated by reference and Xxx
Xxxxxx Investment Advisory Corp., a Delaware corporation ("Advisory Corp.").
W I T N E S S E T H
WHEREAS, the Funds wish to amend the current Fund Accounting Agreement
in accordance with the terms set forth by the Boards of Trustees/Directors of
the Xxx Xxxxxx Open End Funds at a Meeting held on April 17, 2000 and the Boards
of Trustees of the Xxx Xxxxxx Closed End Funds at a Meeting held on May 30,
2000;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that the Agreement
be amended to add Section 13 and renumber the remaining Sections of the
Agreement as follows:
13. Delegation of Accounting Services. Advisory Corp. may delegate the
provision of all or a portion of the Advisory Services contemplated
herein to such other parties as may be approved by the Board of each
Fund. In the event of any such delegation, the Funds shall reimburse
Advisory Corp. for expense related to those Accounting Services
provided by Advisory Corp., and shall pay such sub-accounting agents
such compensation as may be agreed from time to time by the Funds and
the sub-accounting agent. In the event of such delegation, Advisory
Corp. shall oversee the activities of such sub-accounting agent on
behalf of the Funds.
14. Notice. Any notice under this Agreement shall be in writing,
addressed and delivered or sent by registered or certified mail,
postage prepaid, to the other party at such address as such other party
may designate for the receipt of such notices. Until further notice to
the other parties, it is agreed that for this purpose the address of
each Fund is Xxx Xxxxxxxx Xxxxx, Xxxxxxxx Xxxxxxx, Xxxxxxxx 00000,
Attention: President and that of Advisory Corp. for this purpose is Xxx
Xxxxxxxx Xxxxx, Xxxxxxxx Xxxxxxx, Xxxxxxxx 00000, Attention: President.
15. Personal Liability. As provided for in the Agreement and
Declaration of Trust of the various Funds, under which the Funds are
organized as unincorporated trusts, the shareholders, trustees,
officers, employees and other agents of the Fund shall not personally
be found by or liable for the matters set forth hereto, nor shall
resort be had to their private property for the satisfaction of any
obligation or claim hereunder.
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16. Interpretative Provisions. In connection with the operation of this
Agreement, Advisory Corp. and the Funds may agree from time to time on
such provisions interpretative of or in addition to the provisions of
this Agreement as may in their joint opinion be consistent with the
general tenor of this Agreement.
17. State Law. This Agreement shall be construed and enforced in
accordance with and governed by the laws of the State of Illinois.
18. Captions. The captions in this Agreement are included for
convenience of reference only and in no way define or limit any of the
provisions hereof or otherwise affect their construction or effect.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ A. Xxxxxx Xxxxx III
----------------------------------
A. Xxxxxx Xxxxx III
Vice President and Secretary
XXX XXXXXX INVESTMENT ADVISORY CORP.
By: /s/ Xxxx X. Xxxxxxxx
----------------------------------
Xxxx X. Xxxxxxxx
Senior Vice President
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SCHEDULE A
I. FUNDS ADVISED BY XXX XXXXXX INVESTMENT ADVISORY CORP. ("INVESTMENT
ADVISORY CORP.") (COLLECTIVELY, THE "INVESTMENT ADVISORY CORP. FUNDS")
CLOSED END FUNDS
Xxx Xxxxxx Municipal Income Trust
Xxx Xxxxxx California Municipal Trust
Xxx Xxxxxx High Income Trust
Xxx Xxxxxx High Income Trust II
Xxx Xxxxxx Investment Grade Municipal Trust
Xxx Xxxxxx Municipal Trust
Xxx Xxxxxx California Quality Municipal Trust
Xxx Xxxxxx Florida Quality Municipal Trust
Xxx Xxxxxx New York Quality Municipal Trust
Xxx Xxxxxx Ohio Quality Municipal Trust
Xxx Xxxxxx Pennsylvania Quality Municipal Trust
Xxx Xxxxxx Trust For Insured Municipals
Xxx Xxxxxx Trust For Investment Grade Municipals
Xxx Xxxxxx Trust For Investment Grade California Municipals
Xxx Xxxxxx Trust For Investment Grade Florida Municipals
Xxx Xxxxxx Trust For Investment Grade New Jersey Municipals
Xxx Xxxxxx Trust For Investment Grade New York Municipals
Xxx Xxxxxx Trust For Investment Grade Pennsylvania Municipals
Xxx Xxxxxx Municipal Opportunity Trust
Xxx Xxxxxx Advantage Municipal Income Trust
Xxx Xxxxxx Advantage Pennsylvania Municipal Income Trust
Xxx Xxxxxx Strategic Sector Municipal Trust
Xxx Xxxxxx Value Municipal Income Trust
Xxx Xxxxxx California Value Municipal Income Trust
Xxx Xxxxxx Massachusetts Value Municipal Income Trust
Xxx Xxxxxx New Jersey Value Municipal Income Trust
Xxx Xxxxxx New York Value Municipal Income Trust
Xxx Xxxxxx Ohio Value Municipal Income Trust
Xxx Xxxxxx Pennsylvania Value Municipal Income Trust
Xxx Xxxxxx Municipal Opportunity Trust II
Xxx Xxxxxx Florida Municipal Opportunity Trust
Xxx Xxxxxx Advantage Municipal Income Trust II
Xxx Xxxxxx Select Sector Municipal Trust
OPEN END FUNDS
Xxx Xxxxxx U.S. Government Trust ("U.S. Government Trust")
on behalf of its series
Xxx Xxxxxx U.S. Government Fund ("U.S. Government Fund")
Xxx Xxxxxx Tax Free Trust ("Tax Free Trust")
on behalf of its series
Xxx Xxxxxx Insured Tax Free Income Fund ("Insured Tax Free Income
Fund")
Xxx Xxxxxx Tax Free High Income Fund ("Tax Free High Income Fund")
Xxx Xxxxxx California Insured Tax Free Fund ("California Insured Tax
Free Fund")
Xxx Xxxxxx Municipal Income Fund ("Municipal Income Fund")
Xxx Xxxxxx Intermediate Term Municipal Income Fund (Intermediate Term
Municipal Income Fund")
Xxx Xxxxxx Florida Insured Tax Free Income Fund ("Florida Insured Tax
Free Income Fund")
Xxx Xxxxxx New York Tax Free Income Fund ("New York Tax Free Income
Fund")
Xxx Xxxxxx California Municipal Income Fund ("California Municipal
Income Fund")
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Xxx Xxxxxx Michigan Tax Free Income Fund ("Michigan Tax Free Income
Fund")
Xxx Xxxxxx Missouri Tax Free Income Fund ("Missouri Tax Free Income
Fund")
Xxx Xxxxxx Ohio Tax Free Income Fund ("Ohio Tax Free Income Fund")
Xxx Xxxxxx Trust ("VK Trust")
on behalf of its series
Xxx Xxxxxx High Yield Fund ("High Yield Fund")
Xxx Xxxxxx Strategic Income Fund ("Strategic Income Fund")
Xxx Xxxxxx Managed Short Term Income Fun d ("Managed Short Term
Income Fund")
Xxx Xxxxxx Equity Trust ("Equity Trust")
on behalf of its series
Xxx Xxxxxx Utility Fund ("Utility Fund")
Xxx Xxxxxx Growth Fund ("Growth Fund")
Xxx Xxxxxx Aggressive Growth Fund ("Aggressive Growth Fund")
Xxx Xxxxxx Small Cap Value Fund ("Small Cap Value Fund")
Xxx Xxxxxx Small Company Growth Fund ("Small Company Growth Fund")
Xxx Xxxxxx Select Growth Fund ("Select Growth Fund")
Xxx Xxxxxx Small Cap Growth Fund ("Small Cap Growth Fund")
Xxx Xxxxxx Equity Trust II ("Equity Trust II")
on behalf of its Series
Xxx Xxxxxx Tax Managed Equity Growth Fund
Xxx Xxxxxx Pennsylvania Tax Free Income Fund ("Pennsylvania Tax Free
Income Fund")
Xxx Xxxxxx Tax Free Money Fund ("Tax Free Money Fund")
II. FUNDS ADVISED BY XXX XXXXXX ASSET MANAGEMENT INC. (COLLECTIVELY, THE
"ASSET MANAGEMENT FUNDS")
Xxx Xxxxxx Xxxxxxxx Fund ("Xxxxxxxx Fund")
Xxx Xxxxxx Corporate Bond Fund ("Corporate Bond Fund")
Xxx Xxxxxx Emerging Growth Fund ("Emerging Growth Fund")
Xxx Xxxxxx Enterprise Fund ("Enterprise Fund")
Xxx Xxxxxx Equity Income Fund ("Equity Income Fund")
Xxx Xxxxxx Global Managed Assets Fund ("Global Managed Assets Funds")
Xxx Xxxxxx Government Securities Fund ("Government Securities Fund")
Xxx Xxxxxx Growth and Income Fund ("Growth and Income Fund")
Xxx Xxxxxx Harbor Fund ("Harbor Fund")
Xxx Xxxxxx High Income Corporate Bond Fund ("High Income Corporate Bond
Fund")
Xxx Xxxxxx Life Investment Trust ("Life Investment Trust" or "LIT")
on behalf of its Series
Enterprise Portfolio ("LIT Enterprise Portfolio")
Domestic Income Portfolio ("LIT Domestic Income Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Global Equity Portfolio ("LIT Global Equity Portfolio")
Government Portfolio ("LIT Government Portfolio")
Asset Allocation Portfolio ("LIT Asset Allocation Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
Xxxxxx Xxxxxxx Real Estate Securities Portfolio ("LIT Xxxxxx Xxxxxxx
Real Estate Securities Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Strategic Stock Portfolio ("LIT Strategic Stock Portfolio")
Xxxxxxxx Portfolio ("LIT Xxxxxxxx Portfolio")
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Xxx Xxxxxx Limited Maturity Government Fund ("Limited Maturity
Government Fund")
Xxx Xxxxxx Xxxx Fund ("Pace Fund")
Xxx Xxxxxx Real Estate Securities Fund ("Real Estate Securities Fund")
Xxx Xxxxxx Reserve Fund ("Reserve Fund")
Xxx Xxxxxx Tax-Exempt Trust ("Tax-Exempt Trust")
on behalf of its Series
Xxx Xxxxxx High Yield Municipal Fund ("High Yield Municipal Fund")
Xxx Xxxxxx Equity Trust II ("Equity Trust II")
on behalf of its Series
Xxx Xxxxxx Technology Fund
Xxx Xxxxxx U.S. Government Trust for Income ("U.S. Government Trust for
Income")
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AMENDMENT NUMBER TEN
TO THE
FUND ACCOUNTING AGREEMENT
THIS AMENDMENT NUMBER TEN, dated February 28, 2003, to the Fund
Accounting Agreement dated May 31, 1997 (the "Agreement") by and between the
parties set forth in Schedule A, attached hereto and incorporated by reference
and Xxx Xxxxxx Investment Advisory Corp., a Delaware corporation ("Advisory
Corp.").
W I T N E S S E T H
WHEREAS, the following party, being an open-end management investment
company as that term is defined in the Investment Company Act of 1940, as
amended, wishes to become a party to the Agreement:
Xxx Xxxxxx Series Fund, Inc.
on behalf of its series
Xxx Xxxxxx American Value Fund
Xxx Xxxxxx Asian Equity Fund
Xxx Xxxxxx Emerging Markets Debt Fund
Xxx Xxxxxx Emerging Markets Fund
Xxx Xxxxxx Equity Growth Fund
Xxx Xxxxxx European Value Equity Fund
Xxx Xxxxxx Focus Equity Fund
Xxx Xxxxxx Global Equity Allocation Fund
Xxx Xxxxxx Global Franchise Fund
Xxx Xxxxxx Global Value Equity Fund
Xxx Xxxxxx Growth and Income Fund II
Xxx Xxxxxx International Magnum Fund
Xxx Xxxxxx Japanese Equity Fund
Xxx Xxxxxx Latin American Fund
Xxx Xxxxxx Mid Cap Growth Fund
Xxx Xxxxxx Value Fund
Xxx Xxxxxx Worldwide High Income Fund
WHEREAS, the original parties desire to add the aforementioned
additional entity as a party to the Agreement;
NOW, THEREFORE, in consideration of the promises and mutual covenants
spelled out in the Agreement and herein, it is hereby agreed that Schedule A of
the Agreement be amended to add the party mentioned above as party to the
Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the day and year first above written.
ALL OF THE PARTIES SET FORTH IN SCHEDULE A
By: /s/ Xxxx X. Xxxxxxxx
-----------------------------------------------------
Xxxx X. Xxxxxxxx
Vice President, Chief Financial Officer and Treasurer
XXX XXXXXX INVESTMENT ADVISORY CORP.
By: /s/ Xxxxxx X. Xxxx III
-----------------------------------------------------
Xxxxxx X. Xxxx III
Executive Director
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SCHEDULE A
CLOSED END FUNDS
I. CLOSED-END FUNDS ADVISED BY XXX XXXXXX INVESTMENT ADVISORY CORP.
("INVESTMENT ADVISORY CORP.")
Xxx Xxxxxx Municipal Income Trust
Xxx Xxxxxx California Municipal Trust
Xxx Xxxxxx High Income Trust
Xxx Xxxxxx High Income Trust II
Xxx Xxxxxx Investment Grade Municipal Trust
Xxx Xxxxxx Municipal Trust
Xxx Xxxxxx California Quality Municipal Trust
Xxx Xxxxxx Florida Quality Municipal Trust
Xxx Xxxxxx New York Quality Municipal Trust
Xxx Xxxxxx Ohio Quality Municipal Trust
Xxx Xxxxxx Pennsylvania Quality Municipal Trust
Xxx Xxxxxx Trust For Insured Municipals
Xxx Xxxxxx Trust For Investment Grade Municipals
Xxx Xxxxxx Trust For Investment Grade California Municipals
Xxx Xxxxxx Trust For Investment Grade Florida Municipals
Xxx Xxxxxx Trust For Investment Grade New Jersey Municipals
Xxx Xxxxxx Trust For Investment Grade New York Municipals
Xxx Xxxxxx Trust For Investment Grade Pennsylvania Municipals
Xxx Xxxxxx Municipal Opportunity Trust
Xxx Xxxxxx Advantage Municipal Income Trust
Xxx Xxxxxx Advantage Pennsylvania Municipal Income Trust
Xxx Xxxxxx Strategic Sector Municipal Trust
Xxx Xxxxxx Value Municipal Income Trust
Xxx Xxxxxx California Value Municipal Income Trust
Xxx Xxxxxx Massachusetts Value Municipal Income Trust
Xxx Xxxxxx New York Value Municipal Income Trust
Xxx Xxxxxx Ohio Value Municipal Income Trust
Xxx Xxxxxx Pennsylvania Value Municipal Income Trust
Xxx Xxxxxx Municipal Opportunity Trust II
Xxx Xxxxxx Advantage Municipal Income Trust II
Xxx Xxxxxx Select Sector Municipal Trust
II. CLOSED-END FUNDS ADVISED BY XXX XXXXXX ASSET MANAGEMENT INC. ("ASSET
MANAGEMENT")
Xxx Xxxxxx Income Trust
Xxx Xxxxxx Bond Fund
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OPEN END FUNDS
I. OPEN-END FUNDS ADVISED BY ASSET MANAGEMENT
Xxx Xxxxxx Exchange Fund ("Exchange Fund")
Xxx Xxxxxx Xxxxxxxx Fund ("Xxxxxxxx Fund")
Xxx Xxxxxx Corporate Bond Fund ("Corporate Bond Fund")
Xxx Xxxxxx Emerging Growth Fund ("Emerging Growth Fund")
Xxx Xxxxxx Enterprise Fund ("Enterprise Fund")
Xxx Xxxxxx Equity and Income Fund ("Equity Income Fund")
Xxx Xxxxxx Government Securities Fund ("Government Securities Fund")
Xxx Xxxxxx Growth and Income Fund ("Growth and Income Fund")
Xxx Xxxxxx Harbor Fund ("Harbor Fund")
Xxx Xxxxxx High Income Corporate Bond Fund ("High Income Corporate Bond Fund")
Xxx Xxxxxx Life Investment Trust ("Life Investment Trust" or "LIT")
on behalf of its Series
Aggressive Growth Portfolio ("LIT Aggressive Growth Portfolio")
Xxxxxxxx Portfolio ("LIT Xxxxxxxx Portfolio")
Emerging Growth Portfolio ("LIT Emerging Growth Portfolio")
Enterprise Portfolio ("LIT Enterprise Portfolio")
Government Portfolio ("LIT Government Portfolio")
Growth and Income Portfolio ("LIT Growth and Income Portfolio")
Money Market Portfolio ("LIT Money Market Portfolio")
Xxx Xxxxxx Limited Maturity Government Fund ("Limited Maturity Government Fund")
Xxx Xxxxxx Xxxx Fund ("Pace Fund")
Xxx Xxxxxx Real Estate Securities Fund ("Real Estate Securities Fund")
Xxx Xxxxxx Reserve Fund ("Reserve Fund")
Xxx Xxxxxx Tax-Exempt Trust ("Tax-Exempt Trust")
on behalf of its Series
Xxx Xxxxxx High Yield Municipal Fund ("High Yield Municipal Fund")
Xxx Xxxxxx Equity Trust II ("Equity Trust II")
on behalf of its Series
Xxx Xxxxxx Technology Fund
Xxx Xxxxxx International Advantage Fund
Xxx Xxxxxx Equity Trust ("Equity Trust")
on behalf of its series
Xxx Xxxxxx Value Opportunities Fund ("Value Opportunities Fund")
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II. OPEN-END FUNDS ADVISED BY INVESTMENT ADVISORY CORP.:
Xxx Xxxxxx U.S. Government Trust ("U.S. Government Trust")
on behalf of its series
Xxx Xxxxxx U.S. Government Fund ("U.S. Government Fund")
Xxx Xxxxxx Tax Free Trust ("Tax Free Trust")
on behalf of its series
Xxx Xxxxxx California Insured Tax Free Fund ("California Insured Tax Free
Fund")
Xxx Xxxxxx Insured Tax Free Income Fund ("Insured Tax Free Income Fund")
Xxx Xxxxxx Intermediate Term Municipal Income Fund (Intermediate Term
Municipal Income Fund")
Xxx Xxxxxx Municipal Income Fund ("Municipal Income Fund")
Xxx Xxxxxx New York Tax Free Income Fund ("New York Tax Free Income Fund")
Xxx Xxxxxx Strategic Municipal Income Fund ("Strategic Municipal Income
Fund")
Xxx Xxxxxx California Municipal Income Fund**
Xxx Xxxxxx American Capital Michigan Tax Free Income Fund**
Xxx Xxxxxx American Capital Missouri Tax Free Income Fund**
Xxx Xxxxxx American Capital Ohio Tax Free Income Fund**
Xxx Xxxxxx Trust ("VK Trust")
on behalf of its series
Xxx Xxxxxx High Yield Fund ("High Yield Fund")
Xxx Xxxxxx Managed Short-Term Income Fund**
Xxx Xxxxxx Equity Trust ("Equity Trust")
on behalf of its series
Xxx Xxxxxx Utility Fund ("Utility Fund")
Xxx Xxxxxx Growth Fund ("Growth Fund")
Xxx Xxxxxx Aggressive Growth Fund ("Aggressive Growth Fund")
Xxx Xxxxxx Small Cap Value Fund ("Small Cap Value Fund")
Xxx Xxxxxx Select Growth Fund ("Select Growth Fund")
Xxx Xxxxxx Small Cap Growth Fund ("Small Cap Growth Fund")
Xxx Xxxxxx Small Company Growth Fund**
Xxx Xxxxxx Equity Trust II ("Equity Trust II")
on behalf of its series
Xxx Xxxxxx Tax Managed Equity Growth Fund
Xxx Xxxxxx Pennsylvania Tax Free Income Fund ("Pennsylvania Tax Free Income
Fund")
Xxx Xxxxxx Tax Free Money Fund ("Tax Free Money Fund")
Xxx Xxxxxx Series Fund, Inc.
on behalf of its series
Xxx Xxxxxx American Value Fund ("American Value Fund")
Xxx Xxxxxx Asian Equity Fund ("Asian Equity Fund")
Xxx Xxxxxx Emerging Markets Debt Fund**
Xxx Xxxxxx Emerging Markets Fund ("Emerging Markets Fund")
Xxx Xxxxxx Equity Growth Fund ("Equity Growth Fund")
Xxx Xxxxxx European Value Equity Fund ("European Value Equity Fund")
Xxx Xxxxxx Focus Equity Fund ("Focus Equity Fund")
Xxx Xxxxxx Global Equity Allocation Fund ("Global Equity Allocation Fund")
Xxx Xxxxxx Global Franchise Fund ("Global Franchise Fund")
Xxx Xxxxxx Global Value Equity Fund ("Global Value Equity Fund")
Xxx Xxxxxx Growth and Income Fund II**
Xxx Xxxxxx International Magnum Fund ("International Magnum Fund")
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Xxx Xxxxxx Japanese Equity Fund**
Xxx Xxxxxx Latin American Fund ("Latin American Fund")
Xxx Xxxxxx Mid-Cap Growth Fund ("Mid Cap Growth Fund")
Xxx Xxxxxx Value Fund ("Value Fund")
Xxx Xxxxxx Worldwide High Income Fund ("Worldwide High Income Fund")
**This Fund does not have investment operations as of the date first set forth
above.
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