ADDENDUM TO TRANSFER AGENT AGREEMENT
THIS ADDENDUM, dated as of
July 24, 2002, modifies the Transfer Agent Agreement by and between Orbitex Fund
Services, Inc. (“Orbitex”) and the XxXxxxxx Fund (the “Fund”), such Agreement
being hereinafter referred to as the “Agreement.”
WHEREAS, Section 352 of the
USA Patriot Act (the “Act”) and the Interim Final Rule (Section 103.130) adopted
by the Department of the Treasury’s Financial Crimes Enforcement Network (the
“Rule”) require the Trust to develop and implement an anti-money
laundering program and monitor the operation of its program and assess its
effectiveness;
WHEREAS, in order to assist
its transfer agent clients with their anti-money laundering compliance
responsibilities under the Act and the Rule, Orbitex possesses various
procedures designed to promote the detection and reporting of potential money
laundering activity by monitoring certain aspects of shareholder activity (the “
Monitoring Procedures”); and
WHEREAS, the Fund desires to
implement the Monitoring Procedures as part of its overall anti-money laundering
program and, subject to the terms of the Rule, delegate to Orbitex the
day-to-day operation of the Monitoring Procedures on behalf of the
Fund.
NOW THEREFORE, the parties
agree, and the Agreement is hereby modified, as follows:
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1.
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The
Fund has determined that Orbitex’s Monitoring Procedures are reasonably
designed to prevent the Trust from being used for money laundering or the
financing of terrorist activities and to achieve compliance with the
applicable law.
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2.
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Based
on this determination, the Fund hereby instructs and directs Orbitex to
implement the Monitoring Procedures on its behalf, as such may be amended
or revised from time to time.
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3.
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It
is contemplated that the Monitoring Procedures will be amended from time
to time by the parties as additional regulations are adopted and/or
regulatory guidance is provided relating to the Fund’s anti-money
laundering responsibilities, including rules relating to investor
verification pursuant to Section 326 of the Patriot
Act.
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4.
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Orbitex
agrees to provide to the Fund (i) prompt written notification of any
transaction or combination of transactions that Orbitex believes, based on
the Monitoring Procedures, evidence money laundering activity in
connection with the Fund or any shareholder of the Fund, (ii) any reports
received by Orbitex from any government agency or applicable industry
self-regulatory organization pertaining to Orbitex’s anti-money laundering
monitoring on behalf of the Fund as provided in this Addendum, (iii) any
action taken in response to anti-money laundering violations as described
in (i) or (ii), and (iv) an annual report of its monitoring activities on
behalf of the Fund. Orbitex shall provide such other reports on
the monitoring activities conducted at the direction of the Fund as may be
agreed to from time to time by Orbitex and the Fund’s anti-money
laundering compliance officer.
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5.
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The
Fund hereby directs, and Orbitex acknowledges, that Orbitex shall (1)
permit federal regulators access to such information and records
maintained by Orbitex and relating to Orbitex’s implementation of the
Monitoring Procedures on behalf of the Fund, as they may request, and (2)
permit such federal regulators to inspect Orbitex’s implementation of the
Monitoring Procedures on behalf of the
Fund.
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6.
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This
Addendum constitutes the written instructions of the Fund pursuant to the
terms of the Agreement. Except to the extent supplemented
hereby, the Agreement shall remain in full force and
effect.
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IN WITNESS HEREOF, the
undersigned have executed this Addendum as of the date and year first above
written.
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On behalf
of the XxXxxxxx Fund
By: /s/ Xxxx X.
Xxxxxxx
Authorized Officer
Orbitex
Fund Services, Inc.
(“Orbitex”)
By:
/s/ Xxxxx X.
Xxxxxx
Authorized Officer
