Exhibit 8(g)
ADDENDUM
The Contract between Xxxxxxx Variable Life Investment Fund (the "Fund")
and State Street Bank and Trust Company (the "Custodian") dated March 15, 1985
(the "Contract") is hereby amended as follows:
1. Article I entitled "Employment of Custodian and Property to be held by It;
Application of Contract" shall be removed in its entirety, and in its place a
new Article I, which is listed below, shall be inserted into the Contract.
I. Employment of Custodian and Property to be Held by It; Application of
Contract
The Fund hereby employs the Custodian as the Custodian of its assets
pursuant to the provisions of the Declaration of Trust and the By-Laws of the
Fund. The Fund agrees to deliver to the Custodian all securities and cash owned
by it, and all payments of income, payments of principal or capital
distributions received by it with respect to all securities owned by the Fund
from time to time, and the cash consideration received by it for such new or
treasury shares of beneficial interest, without par value, ("Shares") of all
series whenever created (each a "Portfolio") of the Fund as may be issued or
sold from time to time. The Custodian shall not be responsible for any property
of the Fund held or received by the Fund and not delivered to the Custodian.
The Custodian may from time to time employ one or more subcustodians, but
only in accordance with an applicable vote by the Trustees of the Fund.
The Fund may from time to time employ a special custodian in connection
with certain repurchase agreements entered into by the Fund, with the terms of
such employment to be governed by a special custodian agreement between the Fund
and the special custodian. However, the Fund agrees not to employ any such
special custodian until the Fund and the Custodian have entered into a master
repurchase agreement or other agreement which sets forth the terms governing the
relationship, including the method of transfer of securities and cash, between
the Custodian and such special custodian. The Custodian agrees that it will not
enter into any subcustodian contract which provides a standard of care less than
reasonable care.
State Street acknowledges that additional Portfolios may be established
and that Portfolios may be terminated, from time to time by action of the
Trustees of the Fund. If the context requires and unless otherwise specifically
provided herein, the term "Fund" as used in this Contract shall mean, in
addition, each subsequently created separate Portfolio.
2. Article VIII entitled "Responsibility of Custodian" shall be removed in its
entirety, and in its place a new Article VIII, which is listed below, shall be
inserted into the Contract.
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VIII. Responsibility of Custodian
So long as and to the extent that it is in the exercise of reasonable
care, the Custodian shall not be responsible for the title, validity or
genuineness of any property or evidence of title thereto received by it or
delivered by it pursuant to this Contract and shall be held harmless in acting
upon any notice, request, consent, certificate or other instrument reasonably
believed by it to be genuine and to be signed by the proper party or parties.
The Custodian shall be held to the exercise of reasonable care in carrying out
the provisions of this Contract, but shall be kept indemnified by and shall be
without liability to the Fund for any action taken or omitted by it in good
faith without negligence. It shall be entitled to rely on and may act upon
advice of Fund counsel on all matters, and shall be without liability for any
action reasonably taken or omitted pursuant to such advice. Notwithstanding the
foregoing, the responsibility of the Custodian with respect to redemptions
effected by check shall be in accordance with a separate agreement entered into
between the Custodian and the Fund.
If the Fund requires the Custodian to take any action with respect to
securities, which action involves the payment of money or which action may, in
the opinion of the Custodian, result in the Custodian or its nominee assigned to
the Fund being liable for the payment of money or incurring liability of some
other form, the Fund, as a prerequisite to requiring the Custodian to take
action, shall provide indemnity to the Custodian in an amount and form
satisfactory to it.
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If the Fund requires the Custodian to advance cash or securities for any
purpose except such as may arise from its or its nominee's own negligent action,
negligent failure to act or willful misconduct, any property at any time held
for the account of the Fund shall be security therefor and should the Fund fail
to repay the Custodian promptly, the Custodian shall be entitled to utilize
available cash and to dispose of the Fund assets to the extent necessary to
obtain reimbursement.
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed in its name and behalf by its duly authorized representative as of this
9th day of August, 1991.
XXXXXXX VARIABLE LIFE INVESTMENT FUND
By /s/ Xxxxxx X. XxXxxxx
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Its V.P. & Treasurer
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STATE STREET BANK AND TRUST COMPANY
By /s/ Xxxxxx Xxxxxx
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Its Vice President
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