ITEM 77Q(e)(i) - COPIES OF ANY NEW OR AMENDED REGISTRANT INVESTMENT
ADVISORY CONTRACTS
Amendment to
Investment Advisory Contract
between
Federated Utility Fund, Inc.
and
Passport Research, LTD
This Amendment to the Investment Advisory Contract
("Agreement") dated August 1, 1989, between Federated Utility Fund,
Inc, ("Fund") and Passport Research, LTD ("Service Provider") is
made and entered into as of the 1st day of June, 2001.
WHEREAS, the Fund has entered into the Agreement with the
Service Provider;
WHEREAS, the Securities and Exchange Commission has
adopted Regulation S-P at 17 CFR Part 248 to protect the privacy
of individuals who obtain a financial product or service for
personal, family or household use;
WHEREAS, Regulation S-P permits financial institutions,
such as the Fund, to disclose "nonpublic personal information"
("NPI") of its "customers" and "consumers" (as those terms are
therein defined in Regulation S-P) to affiliated and nonaffiliated
third parties of the Fund, without giving such customers and
consumers the ability to opt out of such disclosure, for the
limited purposes of processing and servicing transactions (17 CFR &
248.14) ("Section 248.14 NPI"); for specified law enforcement and
miscellaneous purposes (17 CFR & 248.15) ("Section 248.15 NPI");
and to service providers or in conjunction with joint marketing
arrangements (17 CFR & 248.13) ("Section 248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a customer
and consumer to opt out of having his or her NPI disclosed pursuant
to 17 CFR & 248.7 and 17 CFR & 248.10 does not apply when the NPI is
disclosed to service providers or in connection with joint marketing
arrangements, provided the Fund and third party enter into a
contractual agreement that prohibits the third party from disclosing
or using the information other than to carry out the purposes for
which the Fund disclosed the information (17 CFR & 248.13);
NOW, THEREFORE, the parties intending to be legally bound
agree as follows:
The Fund and the Service Provider hereby acknowledge that
the Fund may disclose shareholder NPI to the Service Provider as
agent of the Fund and solely in furtherance of fulfilling the
Serice Provider's contractual obligations under the Agreement in
the ordinary course of business to support the Fund and its
shareholders.
The Service Provider hereby agrees to be bound to use and
redisclose such NPI only for the limited purpose of fulfilling its
duties and obligations under the Agreement, for law enforcement and
miscellaneous purposes as permitted in 17 CFR & 248.15, or in
connection with joint marketing arrangements that the Funds may
establish with the Service Provider in accordance with the limited
exception set forth in 17 CFR & 248.13.
The Service Provider further represents and warrants that,
in accordance with 17 CFR & 248.30, it has implemented, and will
continue to carry out for the term of the Agreement, policies and
procedures reasonably designed to:
- insure the security and confidentiality of records and
NPI of Fund customers,
- protect against any anticipated threats or hazards to the
security or integrity of Fund customer records and NPI, and
- protect against unauthorized access to or use of such Fund
customer records or NPI that could result in substantial
harm or inconvenience to any Fund customer.
4. The Service Provider may redisclose Section 248.13 NPI only to:
(a) the Funds and affiliated persons of the Funds ("Fund Affiliates");
(b) affiliated persons of the Service Provider ("Service Provider
Affiliates") (which in turn may disclose or use the information only
to the extent permitted under the original receipt); (c) a third
party not affiliated with the Service Provider of the Funds
(Nonaffiliated Third Party") under the service and processing
(&248.14) or miscellaneous (&248.15) exceptions, but only in the
ordinary course of business to carry out the activity covered by the
exception under which the Service Provider received the information in
the first instance; and (d) a Nonaffiliated Third Party under the
service provider and joint marketing exception (&248.13), provided the
Service Provider enters into a written contract with the Nonaffiliated
Third Party that prohibits the Nonaffiliated Third Party from
disclosing or using the information other than to carry out the
purposes for which the Funds disclosed the information in the first
instance.
5. The Service Provider may redisclose Section 248.14 NPI and Section
Section 248.15 NPI to: (a) the Funds and Fund Affiliates; (b) Service
Provider Affiliates (which in turn may disclose the information to the
same extent permitted under the original receipt); and (c) a
Nonaffiliated Third Party to whom the Funds might lawfully have
disclosed NPI directly.
6. The Service Provider is obligated to maintain beyond the
termination date of the Agreement the confidentiality of any NPI it
receives from the Fund in connection with the Agreement or any joint
marketing arrangement, and hereby agrees that this Amendment shall
survive such termination.
WITNESS the due execution hereof this 1st day of June, 2001.
Federated Utility Fund, Inc.
By: /s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: President
Passport Research, LTD
By: /s/ X. Xxxxxxxxxxx Xxxxxxx
Name: X. Xxxxxxxxxxx Xxxxxxx
Title: President
