AMENDMENT TO ACCOUNTING AGENCY AGREEMENT
Exhibit (h-19)
AMENDMENT
TO
THIS AMENDMENT TO ACCOUNTING AGENCY AGREEMENT (this “Amendment”) is made as of December 7, 2021 by and between XXXXX BROTHERS XXXXXXXX & CO., a limited partnership organized under the laws of the State of New York (“BBH&Co.” or the “Administrator”), and each of the management investment companies (each a “Fund”) set forth on Appendix A hereto registered with the Securities and Exchange Commission under the Investment Company Act of 1940 acting on behalf of their portfolios thereof, if any (each a “Portfolio”).
WHEREAS, the Administrator and each Fund entered into an Accounting Agency Agreement, dated as of February 29, 2008 (as amended, modified and/or supplemented to date (the “Agreement”). All capitalized terms used but not defined herein shall have the meanings set forth in the Agreement; and
WHEREAS, the Administrator and each Fund desire to amend the Agreement as set forth herein.
NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties, the Administrator and each Fund hereby agree as follows:
1. The Agreement is hereby amended by deleted the existing Appendix A in its entirety and replaced with the Appendix A attached hereto.
2. Except as specifically amended hereby, the Agreement remains unchanged, in full force and effect and binding on the parties in accordance with its terms. Each Fund hereby ratifies and affirms all terms and provisions of the Agreement, as amended hereby.
3. This Amendment may be executed in any number of counterparts each of which shall be deemed to be an original. This Amendment shall become effective when one or more counterparts have been signed and delivered by each of the parties. A photocopy or telefax of the Amendment shall be acceptable evidence of the existence of the Amendment and the Administrator shall be protected in relying on the photocopy or telefax until the Administrator has received the original of the Agreement.
4. This Amendment, together with the Agreement, constitutes the entire agreement of the parties with respect to its subject matter and supersedes all oral communications and prior writings with respect hereto. Except as expressly modified hereby, the Agreement shall continue in full force and effect in accordance with its terms and conditions.
5. This Amendment shall be construed in accordance the governing law and exclusive jurisdiction provisions of the Agreement.
[Signature page follows]
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IN WITNESS WHEREOF, each of the undersigned parties has executed this Amendment to Administrative Agency Agreement effective as of the date first above written.
XXXXX BROTHERS XXXXXXXX & CO.
| By: /s/ Xxxx Xxxxxx |
| Name: Xxxx Xxxxxx |
| Title: Managing Director |
| Date: 1 December 2021 |
Each of the Management Investment Companies
set forth on Appendix A hereto acting on behalf
of their respective Portfolios thereof, if any
| By: /s/ Xxxx Xxxxx |
| Name: Xxxx Xxxxx |
| Title: Secretary and Chief Compliance Officer |
| Date: December 1,2021 |
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APPENDIX A
TO
LIST OF FUNDS
Dated as of December 7, 2021
The following is a list of Funds for which BBH shall serve under the Accounting Agency Agreement dated as of February 29, 2008:
| The Xxxxx Funds | • Xxxxx Small
Cap Growth Fund
| |||
| The Xxxxx Institutional Funds |
• Xxxxx Small
Cap Growth Institutional Fund
| |||
| The Xxxxx Funds II |
• Xxxxx
Spectra Fund
| |||
| The Xxxxx Portfolios |
• Xxxxx Small
Cap Growth Portfolio
| |||
| Xxxxx Global
|
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