FORM OF AMENDMENT TO ADMINISTRATION AGREEMENT
FORM OF AMENDMENT TO ADMINISTRATION AGREEMENT
This Amendment (the “Amendment”), effective as of July 31, 2020, by and among XXXXXXX XXXXX FUNDS, a Delaware statutory trust (the “Fund”) and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (“State Street” or the “Administrator”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the Administration Agreement (as defined below).
WHEREAS the Fund and Investors Bank & Trust Company (“IBT”) entered into an Administration Agreement dated November 1, 2004, as amended, modified and supplemented from time to time (the “Administration Agreement”);
WHEREAS, IBT merged with and into State Street, effective July 2, 2007, with the result that State Street now serves as Administrator under the Administration Agreement; and
WHEREAS, the Fund and State Street desire to amend the Administration Agreement as set forth below.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein set forth, the parties hereto agree as follows:
| 1. | Amendments. |
| (a) | Section 7(a) of the Administration Agreement is hereby amended by deleting such Section 7(a) in its entirety and by inserting in lieu thereof, the following: |
“This Administration Agreement shall remain in effect until July 31, 2023 (the “Term”), unless earlier terminated as provided herein. After the expiration of the Term, this Administration Agreement shall continue until terminated by either party upon one hundred-twenty (120) days prior written notice to the other party.
Either party may terminate this Administration Agreement prior to the expiration of the Term in the event the other party violates any material provision of this Administration Agreement, provided that the non-violating party gives written notice of such violation to the violating party and the violating party does not cure such violation within ninety (90) days of receipt of such notice.”
| (b) | Section 8(a) of the Administration Agreement is hereby amended by deleting such Section 8(a) in its entirety and by inserting in lieu thereof, the following: |
“8. Miscellaneous.
(a) Any notice, instruction or other instrument required to be given hereunder will be in writing and may be sent by hand, or by facsimile transmission, or overnight delivery by any recognized delivery service, to the parties at the
following address or such other address as may be notified by any party from time to time:
If to the Fund:
Xxxxxxx Xxxxx Investment Management, LLC
000 Xxxxx Xxxxxxxxx Xxxxx
Xxxxxxx, XX 00000
Attention: General Counsel
If to State Street:
State Street Bank and Trust Company
0 Xxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Xxxxx X. Xxxxxxxx
with a copy to:
STATE STREET BANK AND TRUST COMPANY
Legal Division – Global Services Americas
Xxx Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Senior Vice President and Senior Managing Counsel”
| (c) | Appendix A of the Administration Agreement is hereby amended by deleting such Appendix A in its entirety and by inserting in lieu thereof the attached Appendix A. |
| 2. | Miscellaneous. |
| a. | Except as amended hereby, all provisions of the Administration Agreement shall remain in full force and effect. |
| b. | This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may be executed in either original or electronically transmitted form (e.g., faxes or emailed portable document format (PDF) form), and the parties hereby adopt as original any signatures received via electronically transmitted form. |
[Signature Page Follows]
IN WITNESS WHEREOF, each party hereto has caused this Amendment to be executed by its duly authorized officer, as the case may be, as of the date and year first above written.
| XXXXXXX XXXXX FUNDS | ||
| By: |
| |
| Name: Xxxx Xxxxxx | ||
| Title: Treasurer – Xxxxxxx Xxxxx Funds | ||
| STATE STREET BANK AND TRUST COMPANY | ||
| By: |
| |
| Name: | ||
| Title: | ||
ADMINISTRATION AGREEMENT
APPENDIX A
(as of July 31, 2020)
Xxxxxxx Xxxxx Funds
| • | Xxxxxxx Xxxxx Bond Fund |
| • | Xxxxxxx Xxxxx Emerging Markets Debt Fund |
| • | Xxxxxxx Xxxxx Emerging Markets Growth Fund |
| • | Xxxxxxx Xxxxx Emerging Markets Leaders Fund |
| • | Xxxxxxx Xxxxx Emerging Markets Small Cap Growth Fund |
| • | Xxxxxxx Xxxxx Growth Fund |
| • | Xxxxxxx Xxxxx Global Leaders Fund |
| • | Xxxxxxx Xxxxx Income Fund |
| • | Xxxxxxx Xxxxx Institutional International Developed Plus Fund |
| • | Xxxxxxx Xxxxx Institutional International Growth Fund |
| • | Xxxxxxx Xxxxx International Developed Plus Fund |
| • | Xxxxxxx Xxxxx International Growth Fund |
| • | Xxxxxxx Xxxxx International Leaders Fund |
| • | Xxxxxxx Xxxxx International Small Cap Growth Fund |
| • | Xxxxxxx Xxxxx Large Cap Growth Fund |
| • | Xxxxxxx Xxxxx Low Duration Fund |
| • | Xxxxxxx Xxxxx Macro Allocation Fund |
| • | Xxxxxxx Xxxxx Mid Cap Growth Fund |
| • | Xxxxxxx Xxxxx Small Cap Growth Fund |
| • | Xxxxxxx Xxxxx Small Cap Value Fund |
| • | Xxxxxxx Xxxxx Small-Mid Cap Core Fund |
| • | Xxxxxxx Xxxxx Small-Mid Cap Growth Fund |
| • | Xxxxxxx Xxxxx Small-Mid Cap Value Fund |
