Exhibit (9nn)
TRANSFER AGENCY AND SERVICE AGREEMENT
between
THE RBB FUND, INC.
and
STATE STREET BANK AND TRUST COMPANY
and
PFPC, INC.
TABLE OF CONTENTS
-----------------
Article 1 Terms of Appointment: Duties of the Bank . . . . . . . 2
Article 2 Fees and Expenses . . . . . . . . . . . . . . . . . . 7
Article 3 Representations and Warranties of the Bank . . . . . . 8
Article 4 Representations and Warranties of the Fund . . . . . . 9
Article 5 Representations and Warranties of PFPC . . . . . . . . 10
Article 6 Data Access and Proprietary Information . . . . . . . 10
Article 7 Indemnification . . . . . . . . . . . . . . . . . . . 13
Article 8 Standard of Care . . . . . . . . . . . . . . . . . . . 16
Article 9 Covenants of the Fund and the Bank . . . . . . . . . . 16
Article 10 Termination of Agreement . . . . . . . . . . . . . . . 18
Article 11 Additional Funds . . . . . . . . . . . . . . . . . . . 18
Article 12 Assignment . . . . . . . . . . . . . . . . . . . . . . 19
Article 13 Amendment . . . . . . . . . . . . . . . . . . . . . . 19
Article 14 Massachusetts Law to Apply . . . . . . . . . . . . . . 20
Article 15 Force Majeure . . . . . . . . . . . . . . . . . . . . 20
Article 16 Consequential DamaGes . . . . . . . . . . . . . . . . 20
Article 17 Merger of Agreement . . . . . . . . . . . . . . . . . 20
Article 18 Counterparts . . . . . . . . . . . . . . . . . . . . . 21
TRANSFER AGENCY AND SERVICE AGREEMENT
AGREEMENT made as of the 1st day of February, 1995, by
and between The RBB Fund, Inc., a Maryland corporation, having
its principal office and place of business at 000 Xxxxxxxx
Xxxxxxx, Xxxxx 000, Xxxxxxxxxx, XX 00000 (the "Fund"), PFPC Inc.,
a Delaware corporation that is an indirect wholly-owned
subsidiary of PNC Bank Corp. ("PFPC") and STATE STREET BANK AND
TRUST COMPANY, a Massachusetts trust company having its principal
office and place of business at 000 Xxxxxxxx Xxxxxx, Xxxxxx,
Xxxxxxxxxxxxx 00000 (the "Bank").
WHEREAS, the Fund is authorized to issue shares in
separate series, with each such series representing interests in
a separate portfolio of securities and other assets; and
WHEREAS, the Fund currently offers shares in at least
two such series, namely the Warburg Pincus Growth and Income Fund
and the Warburg Pincus Balanced Fund (each series, together with
all other series subsequently established by the Fund and made
subject to this Agreement in accordance with Article 10, being
herein referred to, as a "Portfolio", and collectively as the
"Portfolios");
WHEREAS, PFPC serves as transfer agent, registrar and
dividend disbursing agent for the Fund with respect to the
Portfolios pursuant to one or more Transfer Agency Agreements
between the Fund and PFPC (the "Transfer Agency Agreements");
WHEREAS, PFPC is desirous of having the Bank perform
the duties of transfer agent, registrar and dividend disbursing
agent for the Fund with respect to the Portfolios, and the Fund
has agreed to and is in concurrence with such appointment;
WHEREAS, the Bank desires to accept such appointment;
NOW, THEREFORE, in consideration of the mutual
covenants herein contained, the parties hereto agree as follows:
Article 1 Terms of Appointment: Duties of the Bank
----------------------------------------
1.01 Subject to the terms and conditions set forth in
this Agreement, PFPC hereby employs and appoints the Bank to
provide any and all transfer agent registrar and dividend
disbursing agent duties relating to the Portfolios directly to
the Portfolios, and the Bank agrees to provide such transfer
agent registrar and dividend disbursing agent duties with respect
to the shares of capital stock of the Fund representing interests
in each of the respective Portfolios ("Shares"), for the benefit
of the shareholders of each of the respective Portfolios of the
Fund ("Shareholders"). The Fund understands that PFPC is hereby
delegating the entirety of its duties as transfer agent,
registrar and dividend disbursing agent with respect to the
Portfolios to the Bank, and the Fund agrees to such delegation.
Pursuant to such delegation, the Fund understands and agrees that
the manner of performance and content of the services to be
provided to the Portfolios by the Bank hereunder are in lieu of
and shall replace the manner of performance and content of the
services to be provided to the Portfolios by PFPC under the
Transfer Agency Agreements. Upon such delegation, PFPC shall be
relieved of any further transfer agency or other duties or
2
obligations with respect to the Portfolios under the Transfer
Agency Agreements and from any liability for any acts or failures
to act occurring thereafter.
1.02 The Bank agrees that it will perform the following
services:
(a) In accordance with procedures established
from time to time by agreement between the Fund on behalf of each
of the Portfolios, as applicable and the Bank, the Bank shall:
(i) Receive for acceptance, orders for the
purchase of Shares, and promptly deliver
payment and appropriate documentation
thereof to the Custodian of the Fund
authorized pursuant to the Articles of
Incorporation of the Fund (the
"Custodian");
(ii) Pursuant to purchase orders, issue the
appropriate number of Shares and hold
such Shares in the appropriate
Shareholder account;
(iii) Receive for acceptance redemption
requests and redemption directions and
deliver the appropriate documentation
thereof to the Custodian;
(iv) In respect to the transactions in items
(i), (ii) and (iii) above, the Bank
shall execute transactions directly with
3
broker-dealers authorized by the Fund
who shall thereby be deemed to be acting
on behalf of the Fund;
(v) At the appropriate time as and when it
receives monies paid to it by the
Custodian with respect to any
redemption, pay over or cause to be paid
over in the appropriate manner such
monies as instructed by the redeeming
Shareholders;
(vi) Effect transfers of Shares by the
registered owners thereof upon receipt
of appropriate instructions;
(vii) Prepare and transmit payments for
dividends and distributions declared by
the Fund on behalf of the applicable
Portfolio;
(viii) Issue replacement certificates for those
certificates alleged to have been lost,
stolen or destroyed upon receipt by the
Bank of indemnification satisfactory to
the Bank and protecting the Bank and the
Fund, and the Bank at its option, may
issue replacement certificates in place
of mutilated stock certificates upon
4
presentation thereof and without such
indemnify;
(ix) Maintain records of account for and
advise the Fund and its Shareholders as
to the foregoing; and
(x) Record the issuance of Shares of the
Portfolios and maintain pursuant to SEC
Rule l7Ad-10(e) a record of the total
number of Shares of the Portfolios which
are authorized, based upon data provided
to it by the Fund, and issued and
outstanding. The Bank shall also
provide the Fund on a regular basis with
the total number of Shares which are
authorized and issued and outstanding
and shall have no obligation, when
recording the issuance of Shares, to
monitor the issuance of such Shares or
to take cognizance of any laws relating
to the issue or sale of such Shares,
which functions shall be the sole
responsibility of the Fund.
(b) In addition to and neither in lieu nor in
contravention of the services set forth in the above paragraph
(a), the Bank shall: (i) perform the customary services of a
transfer agent, registrar and dividend disbursing agent,
5
including but not limited to: maintaining all Shareholder
accounts, preparing Shareholder meeting lists, mailing proxies,
mailing Shareholder reports and prospectuses to current
Shareholders, withholding taxes on U.S. resident and non-resident
alien accounts, preparing and filing U.S. Treasury Department
Forms 1099 and other appropriate forms required with respect to
dividends and distributions by federal authorities for all
Shareholders, preparing and mailing confirmation forms and
statements of account to Shareholders for all purchases and
redemptions of Shares and other confirmable transactions in
Shareholder accounts, preparing and mailing activity statements
for Shareholders, and providing Shareholder account information
and (ii) provide a system which will enable the Fund to monitor
the total number of Shares sold in each State.
(c) In addition, the Fund shall (i) identify to
the Bank in writing those transactions and assets to be treated
as exempt from blue sky reporting for each State and (ii) verify
the establishment of transactions for each state on the system
prior to activation and thereafter monitor the daily activity for
each state. The responsibility of the Bank for the Fund's blue
sky state registration status is solely limited to the initial
establishment of transactions subject to blue sky compliance by
the Fund and the reporting of such transactions to the Fund as
provided above.
6
(d) The Bank shall provide additional services on
behalf of the Fund (i.e., escheatment services) which may be
agreed upon in writing between the Fund, the Bank and PFPC.
Article 2 Fees and Expenses
-----------------
2.01 For the performance by the Bank pursuant to this
Agreement, the Fund agrees on behalf of each of the Portfolios to
pay the Bank an annual maintenance fee for each Shareholder
account as set out in the initial fee schedule attached hereto.
Such fees and out-of-pocket expenses and advances identified
under Section 2.02 below may be changed from time to time subject
to mutual written agreement between the Fund and the Bank.
2.02 In addition to the fee paid under Section 2.01
above, the Fund agrees on behalf of each of the Portfolios to
reimburse the Bank for out-of-pocket expenses, including but not
limited to confirmation production, postage, forms, telephone,
microfilm, microfiche, tabulating proxies, records storage or
advances incurred by the Bank for the items set out in the fee
schedule attached hereto. In addition, any other expenses
incurred by the Bank at the request or with the consent of the
Fund, will be reimbursed by the Fund on behalf of the applicable
Portfolio.
2.03 The Fund agrees on behalf of each of the
Portfolios to pay all fees and reimbursable expenses within five
days following the receipt of the respective billing notice.
Postage for mailing of dividends, proxies, Fund reports and other
mailings to all Shareholder accounts shall be advanced to the
7
Bank by the Fund at least seven (7) days prior to the mailing
date of such materials.
2.04 The Fund and PFPC agree that, the payment of fees
by the Fund hereunder shall be in lieu of the payment of fees
(but not the payment of expenses) by the Fund for transfer agent,
registrar and dividend disbursing agent services provided by PFPC
with respect to the Portfolios pursuant to the Transfer Agency
Agreements.
Article 3 Representations and Warranties of the Bank
------------------------------------------
The Bank represents and warrants to the Fund and PFPC
that:
3.01 It is a trust company duly organized and existing
and in good standing under the laws of the Commonwealth of
Massachusetts.
3.02 It is duly qualified to carry on its business in
the Commonwealth of Massachusetts.
3.03 It is empowered under applicable laws and by its
Charter and By-Laws to enter into and perform this Agreement.
3.04 All requisite corporate proceedings have been
taken to authorize it to enter into and perform this Agreement.
3.05 It has and will continue to have access to the
necessary facilities, equipment and personnel to perform its
duties and obligations under this Agreement.
3.06 It is currently registered with the appropriate
federal agency for the registration of transfer agents, and will
remain so registered for the duration of this Agreement. The Bank
8
agrees that it will promptly notify the Fund and PFPC in the
event of any material change in its status as a federally
registered transfer agent, and that the Fund or PFPC may
immediately terminate this Agreement upon written notice to the
Bank should the Bank fail to be federally registered as a
transfer agent.
Article 4 Representations and Warranties of the Fund
------------------------------------------
The Fund represents and warrants to the Bank that:
4.01 It is a corporation duly organized and existing
and in good standing under the laws of Maryland.
4.02 It is empowered under applicable laws and by its
Articles of Incorporation and By-Laws to enter into and perform
this Agreement.
4.03 All corporate proceedings required by By-Laws
Articles of Incorporation and ByLaws have been taken to authorize
it to enter into and perform this Agreement.
4.04 It is an open-end management investment company
registered under the Investment Company Act of 1940, as amended.
4.05 A registration statement under the Securities Act
of 1933, as amended on behalf of each of the Portfolios is
currently effective and will remain effective, and appropriate
state securities law filings have been made and will continue to
be made, with respect to all Shares of the Portfolios being
offered for sale.
9
Article 5 Representations and Warranties of PFPC
--------------------------------------
The PFPC represent and warrants to the Fund and the
Bank that:
5.01 It is a corporation duly organized and existing
and in good standing under the of the state of Delaware.
5.02 It is duly qualified to carry on its transfer
agency business in the state of Delaware.
5.03 It is empowered under applicable laws and by its
Charter and By-Laws to enter into and perform this Agreement.
5.04 All requisite corporate proceedings have been
taken to authorize it to enter into and perform this Agreement.
5.05 It is currently registered with the appropriate
federal agency for the registration of transfer agents and will
remain so for the duration of the Agreement. PFPC agrees that it
will promptly notify the Fund and the Bank in the event of any
material change in its status as a federally registered transfer
agent. The Fund or the Bank may immediately terminate the
Agreement upon written notice to PFPC should PFPC fail to be
federally registered as a transfer agent.
Article 6 Data Access and Proprietary Information
---------------------------------------
6.01 The Fund acknowledges that the data bases,
computer programs, screen formats, report formats, interactive
design techniques, and documentation manuals furnished to the
Fund by the Bank as part of the Fund's ability to access certain
Fund-related data ("Customer Data") maintained by the Bank on
data bases under the control and ownership of the Bank or other
10
third party ("Data Access Services") constitute copyrighted,
trade secret, or other proprietary information (collectively,
"Proprietary Information") of substantial value to the Bank or
other third party. In no event shall Proprietary Information be
deemed Customer Data. The Fund agrees to treat all Proprietary
Information as proprietary to the Bank and further agrees that it
shall not divulge any Proprietary Information to any person or
organization except as may be provided hereunder. Without
limiting the foregoing, the Fund agrees for itself and its
employees and agents:
(a) to access Customer Data solely from locations
as may be designated in writing by the Bank
and solely in accordance with the Bank's
applicable user documentation;
(b) to refrain from copying or duplicating in any
way the Proprietary Information;
(c) to refrain from obtaining unauthorized access
to any portion of the Proprietary
Information, and if such access is
inadvertently obtained, to inform in a timely
manner of such fact and dispose of such
information in accordance with the Bank's
instructions;
(d) to refrain from causing or allowing third-
party data acquired hereunder from being
retransmitted to any other computer facility
11
or other location, except with the prior
written consent of the Bank;
(e) that the Fund shall have access only to those
authorized transactions agreed upon by the
Fund and the Bank;
(f) to honor all reasonable written requests made
by the Bank to protect at the Bank's expense
the rights of the Bank in Proprietary
Information at common law, under federal
copyright law and under other federal or
state law.
The Fund and the Bank shall each take reasonable
efforts to advise its employees of their obligations pursuant to
this Article 6. The obligations of this Article shall survive
any earlier termination of this Agreement.
6.02 If the Fund notifies the Bank that any of the Data
Access Services do not operate in material compliance with the
most recently issued user documentation for such services, the
Bank shall endeavor in a timely manner to correct such failure.
Organizations from which the Bank may obtain certain data
included in the Data Access Services are solely responsible for
the contents of such data and the Fund agrees to make no claim
against the Bank arising out of the contents of such third-party
data, including, but not limited to, the accuracy thereof. DATA
ACCESS SERVICES AND ALL COMPUTER PROGRAMS AND SOFTWARE
SPECIFICATIONS USED IN CONNECTION THEREWITH ARE PROVIDED ON AN AS
12
IS, AS AVAILABLE BASIS. THE BANK EXPRESSLY DISCLAIMS ALL
WARRANTIES EXCEPT THOSE EXPRESSLY STATED HEREIN INCLUDING, BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE.
6.03 If the transactions available to the Fund include
the ability to originate electronic instructions to the Bank in
order to (i) effect the transfer or movement of cash or Shares or
(ii) transmit Shareholder information or other information, then
in such event the Bank shall be entitled to rely on the validity
and authenticity of such instruction without undertaking any
further inquiry as long as such instruction is undertaken in
conformity with reasonable security procedures established by the
Bank from time to time.
Article 7 Indemnification
---------------
7.01 The Bank shall not be responsible for, and the
Fund shall on behalf of the applicable Portfolio indemnify and
hold the Bank harmless from and against, any and all losses,
damages, costs, charges, counsel fees, payments, expenses and
liability not caused by the Bank's negligence, bad faith or
willful misconduct or that of its employees and arising out of or
attributable to:
(a) All actions of the Bank or its agent or
subcontractors required by the Fund to be taken pursuant to this
Agreement, provided that such actions are taken in good faith and
without negligence or willful misconduct.
13
(b) The Fund's lack of good faith negligence or
willful misconduct which arise out of the breach of any
representation or warranty of the Fund hereunder.
(c) The good faith reasonable reliance on or use
by the Bank or its agents or subcontractors of information,
records or documents which (i) are received by the Bank or its
agents or subcontractors, and (ii) have been prepared or
maintained by the Fund or any other person or firm on behalf of
the Fund including but not limited to any previous transfer agent
or registrar.
(d) The reliance on, or the carrying out by the
Bank or its agents or subcontractors of any instructions or
requests of the Fund on behalf of the applicable Portfolio.
(e) The offer or sale of Shares in violation of
any requirement under the federal securities laws or regulations
or the securities laws or regulations of any state that such
Shares be registered in such state or in violation of any stop
order or other determination or ruling by any federal agency or
any state with respect to the offer or sale of such Shares in
such state.
7.02 At any time the Bank may apply to any officer of
the Fund for instructions, and may consult with legal counsel
with respect to any matter arising in connection with the
services to be performed by the Bank under this Agreement, and
the Bank and its agents or subcontractors shall not be liable and
shall be indemnified by the Fund on behalf of the applicable
14
Portfolio for any action taken or omitted by it in good faith
reasonable reliance upon such instructions or upon the opinion of
such counsel. The Bank, its agents and subcontractors shall be
protected and indemnified in acting upon any paper or document
furnished by or on behalf of the Fund, reasonably believed to be
genuine and to have been signed by the proper person or persons,
or upon any instruction, information, data, records or documents
provided the Bank or its agents or subcontractors by machine
readable input, telex, CRT data entry or other similar means
authorized by the Fund, and shall not be held to have notice of
any change of authority of any person, until receipt of written
notice thereof from the Fund. The Bank, its agents and
subcontractors shall also be protected and indemnified in
recognizing stock certificates which are reasonably believed to
bear the proper manual or facsimile signatures of the officers of
the Fund, and the proper countersignature of any former transfer
agent or former registrar, or of a co-transfer agent or co-
registrar.
7.03 The Bank shall indemnify and hold PFPC harmless
from and against any and all losses, damages, costs, charges,
reasonable counsel fees, payments, expenses and liability arising
out of or attributable to the Bank's negligence, bad faith or
willful misconduct under this Agreement.
7.04 In order that the indemnification provisions
contained in this Article 7 shall apply, upon the assertion of a
claim for which a party to this Agreement may be required to
15
indemnify another Party to this Agreement, the indemnified party
shall promptly notify the indemnifying party of such assertion,
and shall keep the indemnifying party advised with respect to all
developments concerning such claim. The indemnifying party shall
have the option to participate with the indemnified party in the
defense of such claim or to defend against said claim in its own
name or in the name of the indemnified party. The indemnified
party shall in no case confess any claim or make any compromise
in any case in which the indemnifying party may be required to
indemnify the indemnified party except with the indemnifying
party's prior written consent.
Article 8 Standard of Care
----------------
8.01 The Bank shall at all times act in good faith and
agrees to use its best efforts within reasonable limits to insure
the accuracy of all services performed under this Agreement, but
assumes no responsibility and shall not be liable for loss or
damage due to errors unless said errors are caused by its
negligence, bad faith, or willful misconduct or that of its
employees.
Article 9 Covenants of the Fund and the Bank
----------------------------------
9.01 The Fund shall on behalf of each of the Portfolios
promptly furnish to the Bank the following:
(a) A certified copy of the resolution of the
Directors of the Fund authorizing the appointment of the Bank and
the execution and delivery of this Agreement.
16
(b) A copy of the Articles of Incorporation and
By-Laws of the Fund and all amendments thereto.
9.02 The Bank hereby agrees to establish and maintain
facilities and procedures reasonably acceptable to the Fund for
safekeeping of stock certificates, check forms and facsimile
signature imprinting devices, if any; and for the preparation or
use, and for keeping account of' such certificates, forms and
devices.
9.03 The Bank shall keep records relating to the
services to be performed hereunder, in the form and manner as it
may reasonably deem advisable. To the extent required by Section
31 of the Investment Company Act of 1940, as amended, and the
Rules thereunder, the Bank agrees that all such records prepared
or maintained by the Bank relating to the services to be
performed by the Bank hereunder are the property of the Fund and
will be preserved, maintained and made available in accordance
with such Section and Rules, and will be surrendered promptly to
the Fund on and in accordance with its request.
9.04 The Bank and the Fund agree that all books,
records, information and data pertaining to the business of the
other party which are exchanged or received pursuant to the
negotiation or the carrying out of this Agreement shall remain
confidential, and shall not be voluntarily disclosed to any other
person, except as may be required by law.
9.05 In case of any requests or demands for the
inspection of the Shareholder records of the Fund, the Bank will
17
endeavor to notify the Fund and to secure instructions from an
authorized officer of the Fund as to such inspection. The Bank
reserves the right, however, to exhibit the Shareholder records
to any person whenever it is advised by its counsel that it may
be held liable for the failure to exhibit the Shareholder records
to such person.
Article 10 Termination of Agreement
------------------------
10.01 This Agreement may be terminated by the Fund,
the Bank or PFPC upon one hundred twenty (120) days written
notice to the other parties. This Agreement will also terminate
automatically with respect to a particular Portfolio upon the
termination of the Transfer Agency Agreement with respect to that
Portfolio.
10.02 Should the Fund exercise its right to
terminate, all out-of-pocket expenses associated with the
movement of records and material will be borne by the Fund on
behalf of the applicable Portfolio(s). Additionally, the Bank
reserves the right to charge for any other reasonable expenses
associated with such termination and/or a charge equivalent to
the average of three (3) months' fees.
Article 11 Additional Funds
----------------
11.01 In the event that the Fund establishes one or
more series of Shares in addition to the Warburg Pincus Growth
and Income Fund and the Warburg Pincus Balanced Fund with respect
to which it and PFPC desire to have the Bank render services as
transfer agent under the terms hereof, the Fund and PFPC shall so
18
notify the Bank in writing, and if the Bank agrees in writing to
provide such services, such series of Shares shall become a
Portfolio hereunder.
Article 12 Assignment
----------
12.01 Except as provided in Section 12.03 below,
neither this Agreement nor any rights or obligations hereunder
may be assigned by any party without the written consent of the
other parties.
12.02 This Agreement shall inure to the benefit of
and be binding upon the parties and their respective permitted
successors and assigns.
12.03 The Bank may, without further consent on the
part of the Fund or PFPC subcontract for the performance hereof
with (i) Boston Financial Data Services, Inc., a Massachusetts
corporation ("BFDS") which is duly registered as a transfer agent
pursuant to Section 17A(c)(2) of the Securities Exchange Act of
1934, as amended ("Section 17A(c)(2)"), (ii) a BFDS subsidiary
duly registered as a transfer agent pursuant to Section I
7A(c)(2) or (iii) a BFDS affiliate that is duly registered as a
transfer agent pursuant to Section 1 7A(c)(2); provided, however,
that the Bank shall be as fully responsible to the Fund and PFPC
for the acts and omissions of any subcontractor as it is for its
own acts and omissions or other responsibilities hereunder.
19
Article 13 Amendment
---------
13.01 This Agreement may be amended or modified by
a written agreement executed by the parties and authorized or
approved by a resolution of the Directors of the Fund.
Article 14 Massachusetts Law to Apply
--------------------------
14.01 This Agreement shall be construed and the
provisions thereof interpreted under and in accordance with the
laws of The Commonwealth of Massachusetts.
Article 15 Force Majeure
-------------
15.01 In the event either the Fund or the Bank is
unable to perform its obligations under the terms of this
Agreement because of acts of God, strikes, equipment or
transmission failure or damage reasonably beyond its control, or
other causes reasonably beyond its control, such party shall not
be liable for damages to any party to this Agreement for any
damages resulting from such failure to perform or otherwise from
such causes.
Article 16 Consequential DamaGes
---------------------
16.01 Neither the Fund nor the Bank shall be liable
to any party to this Agreement for consequential damages under
any provision of this Agreement or for any consequential damages
arising out of any act or failure to act hereunder.
Article 17 Merger of Agreement
-------------------
17.01 This Agreement constitutes the entire
agreement among the parties hereto and supersedes any prior
20
agreement among the parties hereto with respect to the subject
matter hereof whether oral or written.
Article 18 Counterparts
------------
18.01 This Agreement may be executed by the parties
hereto on any number of counterparts, and all of said
counterparts taken together shall be deemed to constitute one and
the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed in their names and on their behalf by
and through their duly authorized officers, as of the day and
year first above written.
THE RBB FUND, INC.
BY: /s/ Xxxxxx X. Xxxxx
---------------------------
President
ATTEST:
/s/ Xxxxx X. Xxxxx
------------------------------
STATE STREET BANK TRUST
COMPANY
BY: /s/State Street (illegible)
-----------------------------
Executive Vice President
ATTEST:
/s/ X. Xxxxx
------------------------------
PFPC INC.
BY: /s/ Xxxxxx X. Xxxxxxxxx
----------------------------
Executive Vice President
ATTEST:
/s/ Xxxxxx Gramled
------------------------------
21
