ASSIGNMENT AND ASSUMPTION OF CONTRACT
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACT, dated as of the 26th day of
July 2002, between Xxxxx Xxxxxx Fund Management LLC, a Delaware limited
liability company ("Assignor") and Salomon Brothers Asset Management Inc, a
Delaware corporation ("Assignee").
WHEREAS, Assignor is a party to the investment advisory agreement
relating to the account listed on Annex A (the "Agreement") and wishes to assign
such Agreement to the Assignee.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged and confirmed, the parties hereto
agree as follows:
1. Assignment. Assignor does hereby assign to Assignee all rights,
interests and benefits of the Assignor under the Agreement.
2. Assumption. Assignee hereby accepts the foregoing assignment of
the Agreement and assumes and undertakes to discharge, perform and be liable for
such obligations of Assignor under the Agreement for the period beginning on the
date hereof.
3. Consent. If the account party to which the Agreement relates
executes the acknowledgment on the signature page hereto, such acknowledgment
shall release Assignor from any and all obligations under the Agreement for the
period beginning on the date hereof.
4. Miscellaneous. This Assignment and Assumption may be executed in
separate counterparts, each of which shall be deemed an original and all of
which taken together constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have duly executed this
Assignment and Assumption as of the date first written above.
SALOMON BROTHERS ASSET XXXXX XXXXXX FUND
MANAGEMENT INC MANAGEMENT LLC
By:_________________________________ By:___________________________
Name: Name:
Title: Title:
Acknowledged and Agreed
as of the date hereof:
Greenwich Street Series Fund, on behalf of:
Salomon Brothers Variable Money Market Fund (formerly Money Market Portfolio)
By: ________________________________
Name:
Title:
ANNEX A
Investment advisory agreement between Greenwich Street Series Fund and Xxxxx
Xxxxxx Fund Management LLC with respect to:
Salomon Brothers Variable Money Market Fund (formerly Money Market Portfolio)