Exhibit h(iv) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
Amendment to
Agreement for Fund Accounting Services,
Administrative Services,
Transfer Agency Services,
and
Custody Services Procurement
between
Federated Investment Companies
and
Federated Services Company
This Amendment to the Agreement for Fund Accounting Services,
Administrative Services, Transfer Agency Services and Custody Services
Procurement ("Agreement") dated March 1, 1996, between Federated Investment
Companies listed on Exhibit 1 of Agreement ("Fund") and Federated Services
Company ("Service Provider") is made and entered into as of the 1st day of June,
2001.
WHEREAS, the Fund has entered into the Agreement with the Service Provider;
WHEREAS, the Securities and Exchange Commission has adopted Regulation S-P
at 17 CFR Part 248 to protect the privacy of individuals who obtain a financial
product or service for personal, family or household use;
WHEREAS, Regulation S-P permits financial institutions, such as the Fund,
to disclose "nonpublic personal information" ("NPI") of its "customers" and
"consumers" (as those terms are therein defined in Regulation S-P) to affiliated
and nonaffiliated third parties of the Fund, without giving such customers and
consumers the ability to opt out of such disclosure, for the limited purposes of
processing and servicing transactions (17 CFR ss. 248.14) ("Section 248.14
NPI"); for specified law enforcement and miscellaneous purposes (17 CFR ss.
248.15) ("Section 248.15 NPI") ; and to service providers or in connection with
joint marketing arrangements (17 CFR ss. 248.13) ("Section 248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a customer and consumer
to opt out of having his or her NPI disclosed pursuant to 17 CFR ss. 248.7 and
17 CFR ss. 248.10 does not apply when the NPI is disclosed to service providers
or in connection with joint marketing arrangements, provided the Fund and third
party enter into a contractual agreement that prohibits the third party from
disclosing or using the information other than to carry out the purposes for
which the Fund disclosed the information (17 CFR ss. 248.13);
NOW, THEREFORE, the parties intending to be legally bound agree as follows:
1. The Fund and the Service Provider hereby acknowledge that the Fund may
disclose shareholder NPI to the Service Provider as agent of the Fund and
solely in furtherance of fulfilling the Service Provider's contractual
obligations under the Agreement in the ordinary course of business to
support the Fund and its shareholders.
2. The Service Provider hereby agrees to be bound to use and redisclose such
NPI only for the limited purpose of fulfilling its duties and obligations
under the Agreement, for law enforcement and miscellaneous purposes as
permitted in 17 CFR xx.xx. 248.15, or in connection with joint marketing
arrangements that the Funds may establish with the Service Provider in
accordance with the limited exception set forth in 17 CFR ss. 248.13.
3. The Service Provider further represents and warrants that, in accordance
with 17 CFR ss. 248.30, it has implemented, and will continue to carry out
for the term of the Agreement, policies and procedures reasonably designed
to:
o insure the security and confidentiality of records and NPI of Fund
customers,
o protect against any anticipated threats or hazards to the security or
integrity of Fund customer records and NPI, and
o protect against unauthorized access to or use of such Fund customer records
or NPI that could result in substantial harm or inconvenience to any Fund
customer.
4. The Service Provider may redisclose Section 248.13 NPI only to: (a) the
Funds and affiliated persons of the Funds ("Fund Affiliates"); (b)
affiliated persons of the Service Provider ("Service Provider Affiliates")
(which in turn may disclose or use the information only to the extent
permitted under the original receipt); (c) a third party not affiliated
with the Service Provider of the Funds ("Nonaffiliated Third Party") under
the service and processing (ss.248.14) or miscellaneous (ss.248.15)
exceptions, but only in the ordinary course of business to carry out the
activity covered by the exception under which the Service Provider received
the information in the first instance; and (d) a Nonaffiliated Third Party
under the service provider and joint marketing exception (ss.248.13),
provided the Service Provider enters into a written contract with the
Nonaffiliated Third Party that prohibits the Nonaffiliated Third Party from
disclosing or using the information other than to carry out the purposes
for which the Funds disclosed the information in the first instance.
5. The Service Provider may redisclose Section 248.14 NPI and Section 248.15
NPI to: (a) the Funds and Fund Affiliates; (b) Service Provider Affiliates
(which in turn may disclose the information to the same extent permitted
under the original receipt); and (c) a Nonaffiliated Third Party to whom
the Funds might lawfully have disclosed NPI directly.
6. The Service Provider is obligated to maintain beyond the termination date
of the Agreement the confidentiality of any NPI it receives from the Fund
in connection with the Agreement or any joint marketing arrangement, and
hereby agrees that this Amendment shall survive such termination.
WITNESS the due execution hereof this 1st day of June, 2001.
Federated Investment Companies
(as listed on Exhibit 1 of Agreement)
By:/s/ Xxxx X. XxXxxxxxx
Name: Xxxx X. XxXxxxxxx
Title: Secretary
Federated Services Company
By:/s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Secretary
Amendment to
Amended and Restated Agreement
For Fund Accounting Services, Administrative Services,
Transfer Agency Services and
Custody Services Procurement
This Amendment to the Amended and Restated Agreement for Fund Accounting
Services. Administrative Services, Transfer Agency Services and Custody Services
Procurement ("Agreement") between those investment companies listed on Exhibit 1
to the Agreement (each, an "Investment Company"), on behalf of the portfolios of
such Investment Companies ("Funds") and Federated Shareholder Services Company
("Company") is made and entered into as of the 30th day of September, 2003.
WHEREAS, the Funds have entered into the Agreement with the Company;
WHEREAS, the Securities and Exchange Commission and the United States
Treasury Department (the "Treasury Department") have adopted a series of rules
and regulations arising out of the USA PATRIOT Act (together with such rules and
regulations, the "Applicable Law"), specifically requiring certain financial
institutions including the Funds, to establish a written anti-money laundering
and customer identification program (a "Program");
WHEREAS, in establishing requirements for registered investment companies,
Applicable Law provides that it is permissible for a mutual fund to
contractually delegate the implementation and operation of its Program to
another affiliated or unaffiliated service provider, such as the Company, but
that any mutual fund delegating responsibility for such aspects of its Program
to a third party must obtain written consent from the third party ensuring the
ability of federal examiners to (a) obtain information and records relating to
the Program, and (b) inspect the third party for purposes of the Program; and
WHEREAS, the Funds have established a Program and wish to amend the
Agreement to (a) reflect the existence of such Program, (b) delegate
responsibility for performance under the Funds' Program to the Company, and (c)
make such other changes as are required by Applicable Law.
NOW, THEREFORE, the parties intending to be legally bound agree as follows:
1. The Funds represent and warrant to the Company that they have established,
and covenant that during the term of the Agreement they will maintain, a
Program in compliance with Applicable Law.
2. The Funds hereby delegate to the Company the responsibility to perform or
contract for the performance of, for and on behalf of the Funds, all
required activities under the Funds' Program.
3. The Company hereby accepts such delegation and represents and warrants that
(a) it has implemented, and will continue to (i) monitor the operation of,
(ii) assess the effectiveness of, and (iii) modify, as appropriate or as
required by Applicable Law, procedures necessary to effectuate the Program,
(b) it will annually certify, in a manner acceptable to the Funds under
Applicable Law, that it has implemented the Program and that it will
perform or cause to be performed the customer identification and other
activities required by Applicable Law and the Program, and (c) it will
provide such other information and reports to the Funds' designated
Compliance Officer, as may from time to time be requested, and will provide
such Compliance Officer with notice of any contact by any regulatory
authority with respect to the operation of the Program.
4. The Company does hereby covenant that (a) it will provide to any federal
examiners of the Funds such information and records relating to Program as
may be requested, and (b) it will allow such examiners to inspect the
Company for purposes of examining the Program and its operation to the full
extent required by Applicable Law.
In all other respects, the Agreement first referenced above shall remain in full
force and effect.
WITNESS the due execution hereof this 30th day of September, 2003.
INVESTMENT COMPANIES
(LISTED ON EXHIBIT 1 TO THE AGREEMENT)
By: /s/ Xxxx X. XxXxxxxxx
Name: Xxxx X. XxXxxxxxx
Title: Executive Vice President
Federated Shareholder Services Company
By: /s/ Xxxxx X. Xxxxxx
Name: Xxxxx X. Xxxxxx
Title: Vice President
