Exhibit 99.h(3)
ANTI-MONEY LAUNDERING AND PRIVACY AMENDMENT
This ANTI-MONEY LAUNDERING AND PRIVACY AMENDMENT (this "AMENDMENT")
amends as of the 24th day of July, 2002 (the "EFFECTIVE DATE"), the Transfer
Agency Services Agreement, dated as of February 15, 1997, between Tweedy,
Xxxxxx Fund Inc. (the "Company" or the "Fund") and PFPC Inc. ("PFPC") (the
"AGREEMENT").
For valuable consideration the receipt and sufficiency of which the
parties hereto bereby acknowledge, the Company and PFPC hereby agree that, as
of the Effective Date, the Agreement shall (without any further action by
either of the parties hereto) be amended as follows:
1. PRIVACY. As of the Effective Date, the Agreement is amended by adding the
following new provisions:
"Privacy. Each party hereto acknowledges and agrees that, subject to
the reuse and redisclosure provisions of Xxxxxxxxxx X-X, 00 XXX Part 248.11, it
shall not disclose the non public personal information of investors in the Fund
obtained under this agreement, except as necessary to carry out the services
set forth in this agreement or as otherwise permitted by law or regulation."
2. ANTI-MONEY LAUNDERING. As of the Effective Date, The Agreement is amended by
adding the following new provision:
"Anti-Money Laundering. To the extent the other provisions of this
agreement require PFPC to establish, maintain and monitor accounts of investors
in the Fund consistent with securities laws, PFPC shall perform reasonable
actions necessary to help the Fund be in compliance with United States Federal
anti-money laundering ("AML") laws applicable to investor activity, including
the Bank Secrecy Act and the PATRIOT Act, as follows: In this regard, PFPC
shall : (a) establish and implement written internal policies, procedures, and
controls reasonably designed to help prevent the Fund from being used to
launder money or finance terrorist activities; (b) provide for independent
testing, by an employee who is not responsible for the operation pf PFPC's AML
program or by an outside party, for compliance with PFPC's established policies
and procedures; (c) designate a person or persons responsible for implementing
and monitoring the operation and interanal controls of PFPC's AML program; and
(d) provide ongoing training of PFPC personnel relating to the prevention of
money-laundering activities. Upon the reasonable request of the Fund, PFPC
shall provide to the Fund: (x) a copy of PFPC's written AML policies and
procedures (it being understood such information is to be considered
confidential and treated as such and afforded all protections provided to
confidential information under this agreement); (y) at the option of PFPC, a
copy of a written assessment or report prepared by the party performing the
independent testing for compliance, or a summary thereof, or a certification
that the findings of the independent party are satisfactory; and (z) a summary
of the AML training provided for appropriate personnel. PFPC agrees to permit
inspections relating to its AML program by U.S. Federal departments or
regulatory agencies with appropriate jurisdiction and to make available to
examiners from such departments or regulatory agencies such information and
records relating to its AML program as such examiners shall reasonably
request."
3. GENERAL. This Amendment contains the entire understanding between the
parties with respect to the services contemplated hereby. Except as expressly
set forth herein, the Agreement shall remain unaffected hereby.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be executed by their duly authorized officers, as of the day and year first
above written.
Tweedy, Xxxxxx Fund Inc.
By: M. Xxxxxxx Xxxxxxxxxxx
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Name: M. Xxxxxxx Xxxxxxxxxxx
Title: Chief Operating Officer
PFPC INC.
By: Xxxxx X. Xxxxxxxxx
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Name: Xxxxx X. Xxxxxxxxx
Title: Vice President
