Exhibit 23(h)(1)(c)
SECOND AMENDMENT TO
TRANSFER AGENCY AGREEMENT
This Amendment is made as of September 21, 2001 between THE EMPIRE BUILDER
TAX-FREE BOND FUND, a Massachusetts business trust (the "Trust"), an open-end
investment management company registered under the Investment Company Act of
1940 and BISYS FUND SERVICES OHIO, INC. (BISYS), an Ohio corporation having its
principal place of business at 0000 Xxxxxxx Xxxx, Xxxxx 0000, Xxxxxxxx, Xxxx
00000.Xxx parties hereby amend the Transfer Agency Agreement (the "Agreement")
between the Trust and BISYS, dated as of October 1, 1996, as amended January 1,
2000, as set forth below.
WHEREAS, BISYS, in its capacity as transfer agent for the Trust may
collect, retain or have access to nonpublic personal financial information
relating to consumers or customers of the Trust (as those terms are defined
under Public Law 106-102, titled the Xxxxx-Xxxxx-Xxxxxx Act) to perform services
for, or functions on behalf of the Trust; and
WHEREAS, BISYS and the Trust desire to protect the confidentiality and
security of nonpublic personal financial information relating to consumers or
customers of the Trust.
NOW THEREFORE, in consideration of the mutual premises and covenants
herein set forth, the parties agree as follows:
1. Confidentiality of Information. Nonpublic personal financial
information relating to consumers or customers of the Trust provided by, or at
the direction of the Trust to BISYS, or collected or retained by BISYS in the
course of performing its duties as transfer agent shall be considered
confidential information. BISYS shall not give, sell or in any way transfer such
confidential information to any person or entity, other than affiliates of
BISYS, except at the direction of the Trust or as required or permitted by law.
2. Procedural Safeguards. BISYS shall maintain physical, electronic and
procedural safeguards reasonably designed to protect the security,
confidentiality and integrity of, and to prevent unauthorized access to or use
of records and information relating to consumers and customers of the Trust.
3. Trust Privacy Policy. The Trust represents to BISYS that it has adopted
a statement of its privacy policies and practices as required by Securities and
Exchange Commission Regulation S-P and agrees to provide BISYS with a copy of
that statement annually.
4. Governing Law. This Agreement shall be governed by, and provisions
shall be construed in accordance with, the laws of the State of Ohio.
5. Effective Date. The effective date of this amendment shall be September
21, 2001.
6. Miscellaneous. This Amendment may be executed in one or more
counterparts, each of which will be deemed an original, but all of which
together shall constitute one and the same instrument. Except as specifically
set forth herein, all other provisions of the Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
fully executed as of the day and year first written above.
THE EMPIRE BUILDER TAX-FREE
BOND FUND
By: /s/ X. XXXX
Title: VICE PRESIDENT
BISYS FUND SERVICES OHIO, INC.
By: /s/ X. XXXXX
Title: PRESIDENT
