Exhibit h (ii) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
Amendment No. 1
to
Agreement for Fund Accounting Services,
Administrative Services, Transfer Agency Services and
Custody Services Procurement (the "Agreement")
dated December 1, 1997
between
Xxxxx Funds (Formerly RIMCO Monument Funds) and
Federated Services Company
The Agreement is hereby amended as follows:
1. The third "WHEREAS" clause is deleted in its entirety and replaced with
the following:
"WHEREAS, the Investment Company may desire to appoint the
Company as its administrator to provide it with administrative
services (as herein defined) exclusively or in conjunction
with one or more co-administrators, if so indicated on Exhibit
1, and the Company desires to accept such appointment;"
2. The first sentence of Article 5, through the colon immediately preceding
clause "A", is deleted in its entirety and replaced with the
following:
"As Administrator, in conjunction with any other
administrators, and subject to the supervision of the Board
and in accordance with Proper Instructions (as defined
hereafter) from the Investment Company, the Company will
provide facilities, equipment, and personnel to carry out the
following administrative services for operation of the
business and affairs of the Investment Company and each of its
portfolios:"
3. Clause "J." of the first paragraph of Article 5 is deleted in its
entirety and replaced with the following:
"J. consult with the Investment Company and its Board and any
other administrators on matters concerning the Investment
Company and its affairs."
4. The following new Section "C." is added to immediately follow current
Section "B." of Article 10:
"C. If at any time another entity performs administrative services
to any Fund, including without limitation, those services
listed herein or services similar to those listed herein, the
Company and such other entity shall in no event be liable for
the acts or omissions of the other."
5. Clause "(1)" of Section "B." of Article 23 is deleted in its entirety and
replaced with the following:
"(1) The acts or omissions of any Custodian, Adviser, Sub-adviser,
administrator other than the Company, or other party
contracted by or approved by the Investment Company or Fund."
6. Sub-clause "(c)" of clause "(2)" of Section "B." of Article 23 is deleted
in its entirety and replaced with the following:
"(c) are received by the Company or its agents or subcontractors
from Advisers, Sub-advisers, administrator other than the
Company, or other third parties contracted by or approved by
the Investment Company or Fund for use in the performance of
services under this Agreement;"
7. The first sentence of Article 24 is deleted in its entirety and replaced
with the following:
"This Agreement shall be effective from the date first written
above and shall continue until December 31, 2004 ("Term")."
8. Exhibit 1 to the Agreement is deleted in its entirety and replaced with
Exhibit 1 to this Amendment No. 1.
9. The Schedule of Compensation forming a part of the Agreement is deleted
in its entirety and replaced with the Schedule of Compensation
annexed to this Amendment No. 1.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be
executed in their names and on their behalf by and through their
authorized officers as of May 18, 2001.
Xxxxx Funds
By: _/s/ Xxxxx Xxxxxxxxx
--------------------------
Name: Xxxxx Xxxxxxxxx
Title: Vice President
Federated Services Company
By: /s/ Xxxxx X. Xxxxxxx
--------------------------
Name: Xxxxx X. Xxxxxxx
Title: President
EXHIBIT 1
CONTRACT
DATE INVESTMENT COMPANY
Portfolios
Classes
--------------------------------------------------------------------------------
May 18_, 2001 XXXXX FUNDS
FEDERATED SERVICES COMPANY provides the following services:
Fund Accounting Services;
Administrative Services; and
Transfer Agency Services
May 18, 2001 XXXXX STOCK FUND
Class R Shares
Class Y Shares
May 18, 2001 XXXXX SMALL COMPANY STOCK FUND
Class R Shares
Class Y Shares
May 18, 2001 XXXXX LARGE CAP GROWTH FUND
Class R Shares
May 18, 2001 XXXXX U.S. GOVERNMENT SECURITIES FUND
Class R Shares
Class Y Shares
May 18, 2001 XXXXX BOND FUND
Class R Shares
May 18, 2001 XXXXX INTERMEDIATE TAX-FREE BOND FUND
Class R Shares
May 18, 2001 XXXXX LONG TERM TAX FREE BOND FUND
Class R Shares
May 18, 2001 XXXXX PRIME MONEY MARKET FUND
Class R Shares
Class Y Shares
May 18, 2001 XXXXX U.S. TREASURY MONEY MARKET FUND
Class R Shares
Class Y Shares
