FORM OF
NORTHERN FUNDS
ADDENDUM NO. 3 TO THE INVESTMENT ADVISORY
AGREEMENT
This Addendum, dated as of the 31st day of July, 2000, is
entered into between NORTHERN FUNDS (the "Trust"), a Delaware
business trust, and THE NORTHERN TRUST COMPANY (the
"Investment Adviser"), an Illinois state bank.
WHEREAS, the Trust and the Investment Adviser have
entered into an Investment Advisory and Ancillary Services Agreement
dated as of July 31, 2000 as amended by Addendum No. 1 dated July 31,
2000 and by Addendum No. 2 dated July 31, 2000 (the "Advisory
Agreement") pursuant to which the Trust has appointed the Investment
Adviser to act as investment adviser to the Trust for the Money Market
Fund, U.S. Government Money Market Fund, Municipal Money Market
Fund, U.S. Government Select Money Market Fund, California Municipal
Money Market Fund, U.S. Government Fund, Fixed Income Fund,
Intermediate Tax-Exempt Fund, Tax-Exempt Fund, Global Fixed Income
Fund (formerly known as the International Fixed Income Fund), Income
Equity Fund, Growth Equity Fund, Select Equity Fund, Small Cap Value
Fund (formerly known as the Small Cap Fund), International Growth
Equity Fund, International Select Equity Fund and Technology Fund; and
WHEREAS, Section 1(b) of the Advisory Agreement
provides that in the event the Trust establishes one or more additional
investment portfolios with respect to which it desires to retain the
Investment Adviser to act as investment adviser under the Advisory
Agreement, the Trust shall so notify the Investment Adviser in writing and
if the Investment Adviser is willing to render such services it shall notify
the Trust in writing, and the compensation to be paid to the Investment
Adviser shall be that which is agreed to in writing by the Trust and the
Investment Adviser; and
WHEREAS, pursuant to Section 1(b) of the Advisory
Agreement, the Trust has notified the Investment Adviser that it is
establishing the Stock Index Fund and the Florida Intermediate Tax-
Exempt Fund (each a "Fund"), and that it desires to retain the Investment
Adviser to act as the investment adviser for each Fund, and the Investment
Adviser has notified the Trust that it is willing to serve as investment
adviser for each Fund;
NOW THEREFORE, the parties hereto, intending to be
legally bound, hereby agree as follows:
1. Appointment. The Trust hereby appoints the
Investment Adviser to act as investment adviser to
the Trust for each Fund in accordance with the
terms set forth in the Advisory Agreement. The
Investment Adviser hereby accepts such
appointment and agrees to render the services set
forth in the Advisory Agreement for the
compensation herein provided.
2. Compensation. For the services provided and the
expenses assumed pursuant to the Advisory
Agreement regarding each Fund, the Trust will pay
the Investment Adviser, and the Investment Adviser
will accept as full compensation therefor from the
Trust, a fee at an annual rate of 0.60% of the Stock
Index Fund's average daily net assets and a fee at an
annual rate of 0.75% of the Florida Intermediate
Tax-Exempt Fund's average net assets.
3. Capitalized Terms. From and after the date hereof,
the term "Current Funds" as used in the Advisory
Agreement shall be deemed to include each Fund.
Capitalized terms used herein and not otherwise
defined shall have the meanings ascribed to them in
the Advisory Agreement.
4. Miscellaneous. The initial term of the Advisory
Agreement with respect to each Fund shall
continue, unless sooner terminated in accordance
with the Advisory Agreement, until March 31,
2001. Except to the extent supplemented hereby,
the Advisory Agreement shall remain unchanged
and in full force and effect, and is hereby ratified
and confirmed in all respects as supplemented
hereby.
All signatures need not appear on the same copy of this
Addendum.
IN WITNESS WHEREOF, the undersigned have
executed this Addendum as of the date and year first above written.
NORTHERN FUNDS
Attest: /s/ Xxxxx Xxxxxxxx By: /s/ Xxxxxxxxx Xxxx
Title: Vice-President
THE NORTHERN TRUST COMPANY
Attest: /s/ Xxxxx Xxxxxxxx By: /s/ Xxxxxxxxx Xxxx
Title: Vice-President
(..continued)
(continued...)
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