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EXHIBIT 9(O)
AMENDMENT NO. 2 TO ADMINISTRATION AGREEMENT
This Amendment No. 2, dated as of the 1st day of March, 1993
is entered into between PACIFIC HORIZON FUNDS, INC. (the "Company"), a Maryland
corporation, and Concord Holding Corporation, a Delaware corporation
("Concord").
WHEREAS, the Company and Concord have entered into an
Administration Agreement dated as of November 13, 1989 as amended by Amendment
No. 1 dated as of November 1, 1991 (the "Administration Agreement"), pursuant
to which the Company retained Concord as its Administrator to provide
administrative services for the Aggressive Growth Fund, Capital Income Fund,
U.S. Government Securities Fund and California Tax-Exempt Bond Fund; and
WHEREAS, the Company has notified Concord that it has
established an Equity Fund, Fixed Income Fund, Asset Allocation Fund and
Intermediate-Term Municipal Bond Fund and that it desires to retain Concord to
act as the Administrator therefor, and Concord has notified the Company that it
is willing to serve as the Administrator for the Equity Fund, Fixed Income
Fund, Asset Allocation Fund and Intermediate-Term Municipal Bond Fund (the
"Funds");
NOW THEREFORE, the parties hereto, intending to be legally
bound, hereby agree as follows:
1. APPOINTMENT. The Company hereby appoints Concord as
Administrator of the Equity Fund, Fixed Income Fund, Asset Allocation Fund and
Intermediate-Term Municipal Bond Fund for the period and on the terms set forth
in the Administration Agreement. Concord hereby accepts such appointment and
agrees to perform the services and duties set forth in the Administration
Agreement, for the compensation herein provided.
2. COMPENSATION. For the services provided and the
expenses assumed as Administrator pursuant to the Administration Agreement with
respect to the Equity Fund, Fixed Income Fund, Asset Allocation Fund and
Intermediate-Term Municipal Bond Fund, the Company will pay Concord a fee,
computed daily and paid monthly, at the annual rate of .15% of each Fund's
average net assets. Such fee as is attributable to each Fund will be a
separate charge to each such Fund and will be the several (and not the joint
and several) obligation of each such Fund.
The parties understand that each Fund will seek to achieve its
investment objective by investing all of its assets in an open-end management
investment company (a "Portfolio")
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having the same investment objective as that of the Fund, and that Concord will
receive administration fees from the Portfolios. If in any fiscal year the
aggregate of the (i) pro rata share of the total expenses of a Portfolio that
are borne by a Fund (as such expenses are defined under the securities
regulations of any state having jurisdiction over such Fund), plus (ii) the
expenses borne by such Fund in connection with such Fund's own operations as a
registered investment company (as defined under such regulations), exceed the
expense limitations of any such state, Concord will reimburse the Fund for a
portion of such excess expenses equal to such excess times the ratio of (a) the
sum of the administration fees otherwise payable with respect to such Fund and
Portfolio to Concord hereunder and under Concord's administration agreement
with the Portfolio (the "Portfolio Administration Agreement"), to (b) the
aggregate of such administration fees otherwise payable with respect to such
Fund and Portfolio to Concord plus the advisory fees otherwise payable by the
Portfolio under its investment advisory agreement with Bank of America N.T.S.A.
The obligation of Concord to reimburse any Fund hereunder is limited in any
fiscal year to the amount of its fees hereunder and under the Portfolio
Administration Agreement for such fiscal year with respect to such Fund and the
Portfolio in which the Fund's assets are invested; provided, however, that
notwithstanding the foregoing, Concord will reimburse any Fund for such
proportion of such excess expenses regardless of the amount of fees paid to it
during such fiscal year to the extent that the securities regulations of any
state having jurisdiction over the Fund so require. Such expense
reimbursement, if any, will be estimated and accrued daily and paid on a
monthly basis.
3. MISCELLANEOUS. For purposes of the appointment under
this Amendment No. 2 with respect to the Fixed Income, Equity, Asset Allocation
and Intermediate-Term Municipal Bonds Funds, (a) the reference to "The Bank of
New York" in Part I, Sections 2(J) and 2(M) of the Administration Agreement
shall be changed to "PNC Bank, National Association and Supervised Service
Company, Inc." and (b) the reference to "The Bank of New York" in Part I,
Section 3, shall be changed to "PFPC, Inc." 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.
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IN WITNESS WHEREOF, the undersigned have executed this
Amendment No. 2 as of the date and year first above written.
PACIFIC HORIZON FUNDS, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
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Executive Vice President
CONCORD HOLDING CORPORATION
By: /s/Xxxxxxx Xxxxxxxxx
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Chief Executive Officer
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