EXHIBIT - h(1)(c)
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 Shareholder
Services Agreement, dated as of February 5, 1994, between Meridian 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 hereby acknowledge, the Company and PFPC hereby agree that, as of
the Effective Date, the Agreement shall (without any further action by either of
the parities hereto) be amended as follows:
1. PRIVACY. As of the Effective Date, the Agreement is amended by adding the
following new provision:
"Privacy. Each party hereto acknowledges and agrees that, subject to the
reuse and re-disclosure 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 of 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
internal 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.
Meridian Fund Inc.
By: /s/ Xxxxx X. Xxxxxxx
----------------------
Name: XXXXX X. XXXXXXX
Title: TREASURER
PFPC INC.
By: /s/ Xxxxx X. Xxxxxxxxx
----------------------
Name: XXXXX X. XXXXXXXXX
Title: VICE PRESIDENT
[PFPC LOGO]
7/19/02
Meridian Fund Inc.
RE: ANTI-MONEY LAUNDERING SERVICES
Dear Xxxxx:
This letter constitutes our agreement with respect to compensation to be
paid to PFPC Inc. ("PFPC") under the terms of an Anti-Money Laundering Amendment
dated on or about the date hereof (the "Amendment") to the [INSERT EXACT NAME OF
T/A AGREEMENT] dated [INSERT DATE OF T/A AGT] (the "Agreement") between [INSERT
NAME OF FUND] (the "Company") and PFPC for anti-money laundering ("AML")
services provided to or on behalf of the Company. In consideration only of the
AML services to be provided to the Company, the Company will pay PFPC an annual
AML services fee to be calculated and paid monthly as set forth below. Such fees
are in addition to, and in no way replace, other fees to which the parties
hereto have agreed in connection with the Agreement or any amendment thereto.
Number of Open Accounts Annual Fee
----------------------- ----------
100-9,999 $ 3,000
10,000-49,999 *$ 6,000
50,000 - 99,999 $ 13,000
100,000 - 499,999 $ 26,000
500,000-999,999 $ 35,000
1,000,000+ $ 50,000
*Fee that will apply to your fund group based on June 30, 2002 numbers.
The AML services fee for the period from July 24, 2002 until the end of
the year shall be prorated according to the proportion that such period bears to
the full annual period.
If the foregoing accurately sets forth our agreement about fees for AML
services and you intend to be legally bound thereby, please execute a copy of
this letter and return it to us.
Very truly yours, Agreed and Accepted:
PFPC INC. Meridian Fund Inc.
By: /s/ Xxxxx X Xxxxxxxxx By: /s/ Xxxxx X. Xxxxxxx
---------------------- ------------------------
Name: Xxxxx X Xxxxxxxxx Name: Xxxxx X. Xxxxxxx
Title: Vice President Title: Treasurer
PFPC INC.
-----------------------------------------------
000 XXXXX XXXXX XXXX, XXXX XX XXXXXXX, XX I9406
