AMENDMENT NO. 4 TO ADMINISTRATION AGREEMENT
This Amendment No. 4, dated as of December __, 1999, is
entered into between FIRST DATA INVESTOR SERVICES GROUP, INC., a Massachusetts
corporation ("FDISG") and THE GALAXY VIP FUND, a Massachusetts business trust
(the "Company").
WHEREAS, FDISG and the Company have entered into an
Administration Agreement dated as of June 1, 1997, as subsequently amended (as
so amended, the "Administration Agreement"), pursuant to which the Company
appointed FDISG to act as Administrator for the Company's portfolios; and
WHEREAS, Section 9 of the Administration Agreement provides
that no change, termination, modification, or waiver of any term or condition of
the Administration Agreement shall be valid unless in writing signed by each
party;
NOW THEREFORE, the parties hereto, intending to be legally
bound, hereby agree as follows:
1. Schedule D of the Agreement is amended by adding the
following:
SALES SUPPORT SERVICES
- Sales literature review and recommendations for
compliance with NASD and SEC rules and regulations.
- Preparation of training materials for use by personnel
of the Company or the Adviser.
- Preparation of ongoing compliance updates.
- Coordination of registration of the Fund with National
Securities Clearing Corp. ("NSCC") and filing required
Fund/SERV reports with NSCC.
- Provision of advice and counsel to the Company with
respect to regulatory matters, including monitoring
regulatory and legislative developments that may
affect the Company.
- Assistance in the preparation of quarterly Board
materials with regard to sales and other
distribution-related data reasonably requested by the
Board.
- Wholesaler support services.
2. Except to the extent amended hereby, the
Administration Agreement shall remain unchanged and in full force and effect and
is hereby ratified and confirmed in all respects as amended hereby.
IN WITNESS WHEREOF, the undersigned have executed this
Amendment No. 4 as of the day and year first above written.
FIRST DATA INVESTOR SERVICES
GROUP, INC.
By:
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Name: Jylanne X. Xxxxx
Title: Senior Vice President
THE GALAXY VIP FUND
By:
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Name: Xxxx X. X'Xxxxx
Title: President
