EXHIBIT 99-8(e)
Amendment No. 1 to the Custodian Agreement
Between Xxxxx Xxxxxxx Investment Company
and State Street Bank and Trust Company
Amendment No. 1, dated as of this 31st day of January, 1994, to the Custodian
Agreement dated October 31, 1988 (the "Agreement") between Xxxxx Xxxxxxx
Investment Company, a Massachusetts business trust (the "Fund"), and State
Street Bank and Trust Company, a Massachusetts trust company (hereinafter
"Custodian").
WHEREAS, the Fund is a diversified management investment company registered
under the Investment Company Act of 1940 offering shares of twenty-two
investment funds with different investment objectives and policies; and
WHEREAS, the Fund desires to have the investment securities and cash of each
Portfolio held by the Custodian in accordance with the provisions of the
Investment Company Act of 1940; and
WHEREAS, the Custodian provides custodial services to the Funds; and
WHEREAS, the Fund and the Custodian desire to amend the Custodian Agreement to
clarify the terms of the agreements between the Custodian and foreign sub-
custodians; and
WHEREAS, at the meeting held on January 31, 1994, the Trustees approved this
Amendment No. 1:
NOW, THEREFORE, in consideration of the premises and mutual covenants contained
herein, the Fund and the Custodian hereby agree as follows:
1. Section 3.5 of the Agreement is hereby amended and restated to read as
follows:
3.5 Agreements with Foreign Banking Institutions. Each agreement with a
foreign banking institution shall provide that: (a) the foreign
banking institution will indemnify or insure the Custodian and the
Portfolio in the event of loss arising from the failure of the foreign
banking institution to exercise reasonable care in performing its
duties; (b) the assets of each Portfolio will not be subject to any
right, charge, security interest, lien or claim of any kind in favor
of the foreign banking institution or its creditors or agent, except a
claim of payment for their safe custody or administration; (c)
beneficial ownership for the assets of each Portfolio will be freely
transferable without the payment of money or value other than for
custody or administration; (d) adequate records will be maintained
identifying the assets as belonging to each applicable Portfolio; (e)
officers of or auditors employed by, or other representatives of the
Custodian, including to the extent permitted under applicable law the
independent public accountants for the Fund, will be given access to
the books and records of the foreign banking institution relating to
its actions under its agreement with the Custodian; (f) the Portfolio
will receive periodic reports with respect to the safekeeping of the
assets of each Portfolio, including, but not necessarily limited to,
notification of any transfer to or from the Portfolio's account; and
(g) assets of the Portfolios held by the foreign sub-custodians will
be subject only to the instructions of the Custodian or its agents.
2. Except as expressly modified by this Amendment No. 1 to the Custodian
Agreement, the Custodian Agreement remains in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by the Officers designated below as of the day and year first above
written.
ATTEST: XXXXX XXXXXXX INVESTMENT COMPANY
/s/ Xxxxxxx X. Xxxxx /s/ Xxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxx Xxxx X. Xxxxxxxx
ATTEST: STATE STREET BANK AND TRUST COMPANY
/s/ signature illegible /s/ signature illegible
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