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Exhibit 8(n)
AMENDMENT NO. 1 TO CUSTODIAN SERVICES AGREEMENT
This Amendment, dated August 8, 1995, is entered into between THE
XXXXXXX XXXXXX FAMILY OF FUNDS, a Massachusetts business trust (the "Fund"), and
PNC Bank, National Association (formerly Provident National Bank), a national
banking association ("PNC Bank").
WHEREAS, the Fund and PNC Bank have entered into a Custodian Services
Agreement dated as of April 8, 1991 (the "Agreement"), pursuant to which the
Fund appointed PNC Bank to provide custodian services to its investment
portfolios listed on Schedule A to the Agreement; and
WHEREAS, the Fund and PNC Bank desire to amend the Agreement and remove
the limitation on the duration of the Agreement.
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. All references in the Agreement to "Provident National Bank" are
hereby revised to read "PNC Bank, National Association" and references to
"Provident" are revised to read "PNC Bank."
2. Paragraph 15 is hereby deleted and replaced with the following:
Duration and Termination. This Agreement shall continue unless terminated by the
Fund or by PNC Bank for "cause" (as defined below) on sixty (60) days prior
written notice to the other party. For purposes of this Agreement, "cause" shall
mean any circumstances which materially impair the ability of either party to
this Agreement to perform all of its duties and obligations hereunder. In the
event this Agreement is terminated
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(pending appointment of a successor to PNC Bank or vote of the shareholders of a
Portfolio of the Fund to dissolve or to function without a custodian of its
cash, securities or other property), PNC Bank shall not deliver cash, securities
or other property of the applicable Portfolio to the Portfolio or the Fund. It
may deliver them to a bank or trust company of PNC Bank's, having an aggregate
capital, surplus and undivided profits, as shown by its last published report,
of not less than twenty million dollars ($20,000,000), as a custodian for such
Portfolio of the Fund to be held under terms similar to those of this Agreement.
PNC Bank shall not be required to make any such delivery or payment until full
payment shall have been made to PNC Bank of all of its fees, compensation, costs
and expenses. PNC Bank shall have a security interest in and shall have a right
of setoff against Property in such Portfolio's possession as security for the
payment of such fees, compensation, costs and expenses.
3. Any defined terms not defined herein shall have the same meaning as
given in the Agreement.
4. Miscellaneous. Except to the extent amended and supplemented hereby,
the Agreement shall remain unchanged and in full force and effect and is hereby
ratified and confirmed in all respects as amended and supplemented hereby.
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date and year first above written.
THE XXXXXXX XXXXXX FAMILY OF FUNDS
By: /s/ Xxxxxxx X. Xxxxx
---------------------------------------
Xxxxxxx X. Xxxxx
Title: Chief Operating Officer
PNC BANK, NATIONAL ASSOCIATION
By: /s/ Xxxxxx X. Xxxxxxxx
---------------------------------------
Xxxxxx X. Xxxxxxxx
Title: Vice President
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AMENDMENT NO. 2 TO CUSTODIAN SERVICES AGREEMENT
This Amendment, dated February 5, 1996, is entered into between THE
XXXXXXX XXXXXX FAMILY OF FUNDS, a Massachusetts business trust (the "Fund"), and
PNC BANK, NATIONAL ASSOCIATION (formerly Provident National Bank), a national
banking association ("PNC Bank").
WHEREAS, the Fund and PNC Bank have entered into a Custodian Services
Agreement dated as of April 8, 1991 (the "Agreement"), and amended as of August
8, 1995, pursuant to which the Fund appointed PNC Bank to provide custodian
services to its investment portfolios listed on Schedule A to the Agreement; and
WHEREAS, the Fund and PNC Bank desire to amend the Agreement;
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. Paragraph 15 is hereby deleted and replaced with the following:
Duration and Termination. This Agreement shall continue in full force and effect
unless terminated as hereinafter provided or amended at any time by mutual,
written agreement of the parties hereto. This Agreement may be terminated by
either party by an instrument in writing delivered, faxed or mailed, postage
prepaid, to the other party, such termination to take effect on the date stated
therein, which date shall not be sooner than sixty (60) days after the date of
such delivery or mailing. In the event this Agreement is terminated (pending
appointment of a successor to PNC Bank or vote of the shareholders of any
Portfolio of the Fund to dissolve or to function without a custodian of its
cash, securities
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or other property), PNC Bank shall not deliver cash, securities or other
property of the applicable Portfolio to the Portfolio or the Fund. It may
deliver them to a bank or trust company of PNC Bank's, having an aggregate
capital, surplus and undivided profits, as shown by its last published report,
of not less than twenty million dollars ($20,000,000), as a custodian for such
Portfolio to be held under terms similar to those of this Agreement. PNC Bank
shall not be required to make any such delivery or payment until full payment
shall have been made to PNC Bank of all of its fees, compensation, costs and
expenses. PNC Bank shall have a security interest in and shall have a right of
setoff against Property in such Portfolio's possession as security for the
payment of such fees, compensation, costs and expenses.
2. Any defined terms not defined herein shall have the same meaning as
given in the Agreement.
3. Miscellaneous. Except to the extent amended and supplemented hereby,
the Agreement shall remain unchanged and in full force and effect and is hereby
ratified and confirmed in all respects as amended and supplemented hereby.
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date and year first above written.
THE XXXXXXX XXXXXX FAMILY OF FUNDS
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
Title: Senior Vice President and
Chief Operating Officer
PNC BANK, NATIONAL ASSOCIATION
By: /s/ Xxxxxx X. Xxxxxxxxx
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Xxxxxx X. Xxxxxxxxx
Title: Senior Vice President
