Exhibit 99.22(h)(2)
ADMINISTRATION AGREEMENT
BETWEEN
XXXXX XXXXXXX INVESTMENT MANAGEMENT COMPANY
AND
THE SEVEN SEAS SERIES FUND
This Agreement is made as of this 12th day of April, 1988 between The Seven Seas
Series Fund, a Massachusetts business trust (the "Investment Company"), and
Xxxxx Xxxxxxx Investment Management Company, a Washington corporation
("Administrator").
WHEREAS, the Investment Company is registered as an open-end management
investment company under the Investment Company Act of 1940, as amended ("1940
Act") and intends to offer for public sale distinct series of shares of common
stock, each corresponding to a distinct portfolio; and
WHEREAS, the Investment Company desires to retain the Administrator to furnish
administrative services to the Investment Company and the Administrator is
willing to furnish such services;
NOW, THEREFORE, in consideration of the premises and mutual covenants herein
contained, it is agreed between the parties hereto as follows:
1. APPOINTMENT. The Investment Company appoints Administrator as
administrator of each Fund of the Investment Company in existence as of the date
hereof ("Initial Fund"). In the event that the Investment Company establishes
one or more series of shares other than the Initial Fund with respect to which
it desires to retain Administrator to furnish administrative services hereunder,
it shall so notify Administrator in writing, indicating the fee, if any, to be
payable with respect to the additional series of shares. If the Administrator is
willing to render such services, it shall so notify the Investment Company in
writing, whereupon such series of shares shall become a Fund hereunder. In such
event a writing signed by both the Investment Company and the Administrator
shall be annexed hereto as a part hereof indicating that such additional series
of shares has become a Fund hereunder.
2. ACCEPTANCE OF APPOINTMENT. The Administrator accepts such appointment and
agrees to render the services for the compensation described herein. In all
matters relating to the performance of this Agreement, the Administrator will
act in conformity with the Master Trust Agreement, By-Laws and current
Prospectuses and Statements of Additional Information of the Investment Company
and with the instructions and directions of the Investment Company's Board of
Trustees ("Board") and will conform to and comply with the requirements of the
1940 Act and all other applicable federal or state laws and regulations.
3. DUTIES AS ADMINISTRATOR. The Administrator will assist in administering
the Investment Company's and the Fund's affairs subject to the supervision of
the Board and the following understandings. The Administrator will:
(a) Supervise all aspects of the Investment Company's and the Fund's operation
except as hereinafter set forth provided, however, that nothing contained herein
shall be deemed to relieve or deprive the Board of its responsibility for and
control of the conduct of the Investment Company's and the Fund's affairs.
(b) Provide the Investment Company and the Fund with such administrative and
clerical services as are deemed reasonably necessary or advisable by the Board
including the maintenance of certain of the Investment Company's and the Fund's
books and records.
(c) Arrange, but not pay for, the periodic updating of the Investment
Company's Prospectus and supplements thereto, proxy material, tax returns, and
reports to the Fund's shareholders and the Securities and Exchange Commission,
and appropriate State authorities.
(d) Arrange and pay for out of the Administrator's general revenues and
profits: (i) the costs of prospectuses, reports to shareholders, and sales
literature; (ii) advertising; and (iii) expenses incurred in connection with the
promotion and sale of Funds shares.
(e) Provide the Investment Company and the Fund with, or obtain for it,
adequate office space and all necessary office equipment and services, including
telephone service, heat, utilities, stationery supplies and similar items.
(f) Make itself available to receive and transmit purchase and redemption
requests to the Investment Company's transfer agent as promptly as practicable
and respond to shareholder inquiries.
4. SERVICES NOT EXCLUSIVE. The services furnished by the Administrator
hereunder are not to be deemed exclusive and the Administrator shall be free to
furnish similar services to others so long as it can provide the services
requested by this Agreement.
5. BOOKS AND RECORDS.
(a) In compliance with the requirements of Rule 31a-3 under the 1940 Act, the
Administrator agrees (i) that all records which it maintains for the Investment
Company are the property of the Investment Company and shall surrender promptly
to the Investment Company any of such records upon the Investment Company's
written request; and (ii) to preserve for the periods prescribed by Rule 31a-2
under the 1940 Act the records required to be maintained by Rule 31a-1 under the
0000 Xxx.
(b) The Administrator agrees to maintain for the Investment Company inspection
such reports and records reasonably necessary for the Investment Company to
determine
the accuracy of any expense base fee charged by the Administrator to the
Investment Company.
6. AUDIT, INSPECTION AND VISITATION. The Administrator shall make available
during regular business hours all records and other data created and maintained
pursuant to the foregoing provision of this Agreement for reasonable audit and
inspection by the Investment Company, any person retained by the Investment
Company, or any regulatory agency having authority over the Investment Company.
7. EXPENSES. During the term of this Agreement, the Fund shall bear all
expenses that are incurred in its operations not specifically assumed by the
Administrator.
Expenses borne by the Fund shall include but not be limited to the following (or
the Fund's proportionate share of the following): (a) brokerage commissions
relating to securities purchased or sold by the Fund or any losses incurred in
connection therewith; (b) fees payable to and expenses incurred on behalf of the
Fund by the Administrator; (c) expenses of organizing the Investment Company and
the Fund; (d) filing fees and expenses relating to the registration and
qualification of the Fund's shares and the Investment Company under federal or
state securities laws and maintaining such registrations and qualifications; (e)
fees and salaries payable to the Investment Company's Trustees and officers who
are not officers or employees of the Administrator or of any investment adviser
or underwriter of the Investment Company; (f) taxes (including any income or
franchise taxes) and governmental fees; (g) costs of any liability,
uncollectable items of deposit and other insurance or fidelity bonds; (h) any
costs, expenses or losses arising out of any liability of claim for damage or
other relief asserted against the Investment Company or the Fund for violation
of any law; (i) legal, accounting and auditing expenses, including legal fees of
special counsel for the independent Trustees; (j) charges of custodians,
transfer agents and other agents; (k) costs of preparing share certificates (if
any); (l) expenses of setting in type and printing Prospectuses and Statements
of Additional Information and supplements thereto for existing shareholders,
reports and statements to shareholders and proxy material; (m) any extraordinary
expenses (including fees and disbursements of counsel) incurred by the
Investment Company or the Fund; and (n) fees and other expenses incurred in
connection with membership in investment company organizations.
8. COMPENSATION. For the services provided pursuant to this Agreement,
effective from the date of this Agreement, the Investment Company will pay the
Administrator a fee set forth in Schedule A, attached hereto.
9. LIMITATION OF LIABILITY OF THE ADMINISTRATOR AND VERIFICATION OF
INFORMATION. The Administrator shall not be liable for any error of judgment or
mistake of law for any loss suffered by any Fund or the Investment Company in
connection with the matters to which this Agreement relates except a loss
resulting from willful misfeasance, bad faith or gross negligence on its part in
the performance of its duties or from reckless disregard by it of its
obligations and duties under this Agreement.
Any person, even though also an officer, partner, employee or agent of the
Administrator, who may be or become an officer, trustee, employee or agent of
the Investment Company shall be deemed, when rendering services to any Fund or
the Investment Company or acting with respect to any business of such Fund or
the Investment Company, to be rendering services to or acting solely for the
Investment Company and not as an officer, partner, employee or agent or one
under the control or direction of the Administrator even though paid by it.
The Administrator shall have no obligation to verify the accuracy of any
information provided by State Street Bank and Trust Company or its affiliates to
Administrator in order to assist Administrator in complying with the terms of
this Agreement.
10. AUTHORIZATION FOR USE OF SERVICE PROVIDERS. Administrator is authorized to
and may retain the services of service providers, including State Street Bank
and Trust Company and its affiliates, as Administrator may deem desirable to
assist it in carrying out its responsibilities herein.
11. DURATION AND TERMINATION.
(a) This Agreement shall become effective for each Fund on the date the Fund
commences publicly offering its shares, provided that, with respect to any
Additional Funds, the provisions of Section 1 have been complied with and has
been approved by vote of a majority of the Trustees and a majority of those
Trustees of the Investment Company who are not parties to this Agreement or
interested persons of any such party, and who are not interested persons of the
Investment Company and have no direct or indirect financial interest in the
operation of the Investment Company's Distribution Plan ("Plan") or in any
agreements related thereto (all such Trustees collectively being referred to
herein as the "Independent Trustees"), cast in person at a meeting called for
the purpose of voting on such action.
(b) Unless sooner terminated as provided herein, this Agreement shall continue
in effect for one year from the above effective date. Thereafter, if not
terminated, this Agreement shall continue automatically for successive periods
of twelve months each, provided that such continuance is specifically approved
at least annually (i) by a vote of a majority of the Independent Trustees, cast
in person at a meeting called for the purpose of voting on such approval, and
(ii) by a majority of the Board of Trustees.
(c) Notwithstanding the foregoing, with respect to any Fund, this Agreement
may be terminated at any time, without the payment of any penalty, by vote of a
majority of the Independent Trustees or by vote of a majority of the outstanding
voting securities of such Fund on sixty days' written notice to the
Administrator or by the Administrator at any time, without the payment of any
penalty, on sixty days' written notice to such Fund. Termination of this
Agreement with respect to any given Fund shall in no way affect the
continued validity of this Agreement or the performance thereunder with respect
to any other Fund. This Agreement will automatically terminate in the event of
its assignment.
12. AMENDMENT OF THIS AGREEMENT. No provision of this Agreement may be
changed, waived, discharged or terminated orally, but only by an instrument in
writing signed by the party against which enforcement of the change, waiver,
discharge or termination is sought, and no amendment of this Agreement shall be
effective until approved by vote of a majority of the Independent Trustees, or
by vote of a majority of the outstanding voting securities of such Fund affected
by the amendment.
13. USE OF ADMINISTRATOR'S NAME. The Investment Company shall not use the name
of Administrator in any Prospectus, sales literature or other material relating
to the Investment Company in a manner not approved prior thereto by
Administrator and in no event shall such approval be unreasonably withheld;
provided, however, that Administrator approves all uses of its name which merely
refer in accurate terms to its appointment hereunder or which are required by
the Securities and Exchange Commission or a state securities commission.
14. USE OF INVESTMENT COMPANY'S NAME. Administrator shall not use the name of
the Investment Company for other than internal use in a manner not approved
prior thereto by the Investment Company and in no event shall such approval be
unreasonably withheld; provided, however, that the Investment Company approves
all uses of its name which merely refer in accurate terms to the appointment of
Administrator hereunder, which merely identifies the Investment Company or which
are required by the Securities and Exchange Commission or a state securities
commission.
15. MISCELLANEOUS. The captions in this Agreement are included for convenience
of reference only and in no way define or delimit any of the provisions hereof
or otherwise affect their construction or effect. If any provision of this
Agreement shall be held or made invalid by a court decision, statute, rule or
otherwise, the remainder of this Agreement shall not be affected thereby. This
Agreement shall be binding upon and shall inure to the benefit of the parties
hereto and their respective successors.
16. CHOICE OF LAW. This Agreement shall be construed in accordance with the
laws of the State of Washington and any applicable federal law.
17. LIMITATION OF LIABILITY. The Master Trust Agreement dated October 3, 1987,
as amended from time to time, establishing the Investment Company, which is
hereby referred to and a copy of which is on file with the Secretary of The
Commonwealth of Massachusetts, provides that the name The Seven Seas Series Fund
means the Trustees from time to time serving (as Trustees but not personally)
under said Master Trust Agreement. It is expressly acknowledged and agreed that
the obligations of the Investment Company hereunder shall not be binding upon
any of the Shareholders, Trustees, officers, employees or agents of the
Investment Company, personally, but shall bind only the trust property of the
Investment Company, as provided in its Master Trust
Agreement. The execution and delivery of this Agreement have been authorized by
the Trustees of the Investment Company and signed by an officer of the
Investment Company, acting as such, and neither such authorization by such
Trustees nor such execution and delivery by such officer shall be deemed to have
been made by any of them individually or to impose any liability on any of them
personally, but shall bind only the trust property of the Investment Company as
provided in its Master Trust Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of the day and year first above
written.
Attest: THE SEVEN SEAS SERIES FUND
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxxx
---------------------- -------------------
Xxxxxxx X. Xxxxxxx Xxxxxx X. Xxxxx
Attest: XXXXX XXXXXXX INVESTMENT
MANAGEMENT COMPANY
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx X. Xxxxxxxx
---------------------- --------------------
Xxxxxxx X. Xxxxxxx Xxxx X. Xxxxxxxx
AMENDMENT NO. 8
TO
ADMINISTRATION AGREEMENT
BETWEEN
XXXXX XXXXXXX INVESTMENT MANAGEMENT COMPANY
AND
SSgA FUNDS
This Amendment No. 8 amends the Administration Agreement ("Agreement") dated
April 12, 1988 as previously amended by and between Xxxxx Xxxxxxx Investment
Management Company, a Washington corporation ("Administrator") and SSgA Funds, a
Massachusetts business trust ("Fund"). The Fund is an open-end investment
management company registered under the Investment Company Act of 1940, as
amended. Administrator acts as administrator for the Fund pursuant to the terms
of the Agreement. Fund and Administrator now desire to amend Section 3 and
Schedule A to the Agreement to remove the provision of services related to the
monthly Fact Sheets and adjust the fees accordingly:
1. SECTION 3. Section 3 to the agreement is hereby amended to delete in its
entirety subsection (g).
2. SCHEDULE A. Schedule A to the Agreement is hereby amended to read in its
entirety as Schedule A attached to this Amendment.
3. EFFECTIVE DATE. The effective date of this amendment shall be April 8,
2003.
4. OTHER TERMS. All other terms of the Agreement shall remain in full force
and effect.
DATED this 8th day of April, 2003.
SSgA FUNDS XXXXX XXXXXXX INVESTMENT
MANAGEMENT COMPANY
By By
-------------------------------- --------------------------
J. Xxxxx Xxxxxxxx Xxxx X. Xxxxxxxx
Senior Vice President and Chairman of the Board and
Associate General Counsel Chief Executive Officer
SCHEDULE A -- FEES
Effective April 8, 2003
A. ADMINISTRATIVE SERVICES FEE. For all services provided by Administrator
pursuant to the Agreement ("Administrative Services"), the Fund agrees to pay
Administrator an annual fee ("Administrative Services Fee") equal to the sum of
the products of the average daily net assets for each Portfolio of the Fund
multiplied by the following percentages:
MONEY MARKET PORTFOLIOS
3.15 basis points up to and including $15 billion; 2.9 basis points thereafter
US EQUITY PORTFOLIOS
3.15 basis points up to and including $2 billion; 2.9 basis points thereafter
US FIXED INCOME PORTFOLIOS
3.15 basis points up to and including $1 billion; 2.9 basis points thereafter
INTERNATIONAL PORTFOLIOS
7.0 basis points up to and including $1 billion; 5.0 basis points thereafter
FEEDER PORTFOLIOS(1)
3.15 basis points up to and including $1 billion; 1.0 basis points thereafter
For purposes of determining the breakpoints in calculating the fees above, the
assets will be aggregated.
Additionally, the Administrator will charge a flat fee of $30,000 per year per
Portfolio on all Portfolios (except the Life Solutions Funds) with less than
$500 million in assets under management.
The Administrative Services Fee shall be accrued daily at a rate of 1/365th of
the annual fee and shall be based upon the average daily net assets of each
Portfolio during the calendar month. The Administrative Services Fee shall be
payable monthly on the first business day following month end.
B. REIMBURSEMENT OF EXPENSES. In addition to paying the Administrative
Services Fee, the Fund shall reimburse Administrator on invoice for (i)
out-of-pocket expenses, and (ii) start-up costs for each new Portfolio incurred
through the first 6 months after the SEC effective date of the new Portfolio
(including out-of-pocket and personnel costs).
----------
(1) The fee applicable to Feeder Portfolios shall apply for so long as all
investable assets of the applicable fund are invested in another investment
company with substantially the same investment objectives and policies. The fee
would revert to the appropriate fee, classified by fund type, should the fund
cease operating as a Feeder Portfolio.
AMENDMENT NO. 7
TO
ADMINISTRATION AGREEMENT
BETWEEN
XXXXX XXXXXXX INVESTMENT MANAGEMENT COMPANY
AND
SSgA FUNDS
This Amendment No. 7 amends the Administration Agreement ("Agreement") dated
April 12, 1988 as previously amended by and between Xxxxx Xxxxxxx Investment
Management Company, a Washington corporation ("Administrator") and SSgA Funds, a
Massachusetts business trust ("Fund"). The Fund is an open-end investment
management company registered under the Investment Company Act of 1940, as
amended. Administrator acts as administrator for the Fund pursuant to the terms
of the Agreement. Fund and Administrator now desire to amend Schedule A to the
Agreement to remove the reduction of Administration fees to the extent that
certain expenses were incurred by Xxxxxxx Fund Distributors, Inc., under the
following terms and conditions:
1. SCHEDULE A. Schedule A to the Agreement is hereby amended to read in its
entirety as Schedule A attached to this Amendment.
2. EFFECTIVE DATE. The effective date of this amendment shall be April 9,
2002.
3. OTHER TERMS. All other terms of the Agreement shall remain in full force
and effect.
DATED this 9th day of April, 2002.
SSgA FUNDS XXXXX XXXXXXX INVESTMENT
MANAGEMENT COMPANY
By By
-------------------------------- --------------------------
J. Xxxxx Xxxxxxxx Xxxx X. Xxxxxxxx
Senior Vice President and Chairman of the Board and
Associate General Counsel Chief Executive Officer
SCHEDULE A -- FEES
Effective April 9, 2002
A. ADMINISTRATIVE SERVICES FEE. For all services provided by Administrator
pursuant to the Agreement ("Administrative Services"), the Fund agrees to pay
Administrator an annual fee ("Administrative Services Fee") equal to the sum of
the products of the average daily net assets for each Portfolio of the Fund
multiplied by the following percentages:
MONEY MARKET PORTFOLIOS
3.15 basis points up to and including $15 billion; 2.9 basis points thereafter
US EQUITY PORTFOLIOS
3.15 basis points up to and including $2 billion; 2.9 basis points thereafter
US FIXED INCOME PORTFOLIOS
3.15 basis points up to and including $1 billion; 2.9 basis points thereafter
INTERNATIONAL PORTFOLIOS
7.0 basis points up to and including $1 billion; 5.0 basis points thereafter
FEEDER PORTFOLIOS(2)
3.15 basis points up to and including $1 billion; 1.0 basis points thereafter
For purposes of determining the breakpoints in calculating the fees above, the
assets will be aggregated.
Additionally, the Administrator will charge a flat fee of $30,000 per year per
Portfolio on all Portfolios (except the Life Solutions Funds) with less than
$500 million in assets under management.
For Administrative Services provided pursuant to Section 3(g) of the Agreement,
the Fund agrees to pay $1,000 per year per Portfolio for monthly Fact Sheets.
The Administrative Services Fee shall be accrued daily at a rate of 1/365th of
the annual fee and shall be based upon the average daily net assets of each
Portfolio during the calendar month. The Administrative Services Fee shall be
payable monthly on the first business day following month end.
B. REIMBURSEMENT OF EXPENSES. In addition to paying the Administrative
Services Fee, the Fund shall reimburse Administrator on invoice for (i)
out-of-pocket expenses, and (ii) start-up costs for each new Portfolio incurred
through the first 6 months after the SEC effective date of the new Portfolio
(including out-of-pocket and personnel costs).
----------
(2) The fee applicable to Feeder Portfolios shall apply for so long as all
investable assets of the applicable fund are invested in another investment
company with substantially the same investment objectives and policies. The fee
would revert to the appropriate fee, classified by fund type, should the fund
cease operating as a Feeder Portfolio.
AMENDMENT NO. 6
TO
ADMINISTRATION AGREEMENT
BETWEEN
XXXXX XXXXXXX INVESTMENT MANAGEMENT COMPANY
AND
SSgA FUNDS
This Amendment No. 6 amends the Administration Agreement ("Agreement") dated
April 12, 1988 as previously amended by and between Xxxxx Xxxxxxx Investment
Management Company, a Washington corporation ("Administrator") and SSgA Funds, a
Massachusetts business trust ("Fund"). The Fund is an open-end investment
management company registered under the Investment Company Act of 1940, as
amended. Administrator acts as administrator for the Fund pursuant to the terms
of the Agreement. Fund and Administrator now desire to amend Section 3 and
Schedule A to the Agreement to discontinue the use of the Xxxxxxx Performance
Universes software and to establish a new fee schedule under the following terms
and conditions:
1. SECTION 3. Subsection (g) of Section 3 to the Agreement is hereby amended
to read as follows:
The Administrator will:
. . .
(g) Prepare monthly Fact Sheets for each Portfolio of the Fund, the
information thereon to include, but not be limited to: (i) expense ratio;
(ii) investment objective; (iii) assets, shares and net asset value; (iv)
12-month income distribution; (v) Morningstar rating (or other comparable
rating service as may be determined from time to time); (vi) performance;
(vii) portfolio analytics; (viii) top ten portfolio holdings; (ix)
percentage of total market value for equities, fixed investments and short
term investments, etc. (as applicable); (x) industry break-out; and (xi)
risk profile.
2. SCHEDULE A. Schedule A to the Agreement is hereby amended to read in its
entirety as Schedule A attached to this Amendment.
3. EFFECTIVE DATE. The effective date of this amendment shall be September 1,
2001. This Amendment No. 6 supersedes in its entirety Amendment No. 5 dated May
1, 2000.
4. OTHER TERMS. All other terms of the Agreement shall remain in full force
and effect.
DATED this 8th day of November, 2001.
SSgA FUNDS XXXXX XXXXXXX INVESTMENT
MANAGEMENT COMPANY
By By
-------------------------------- --------------------------
J. Xxxxx Xxxxxxxx Xxxx X. Xxxxxxxx
Senior Vice President and Chairman of the Board and
Associate General Counsel Chief Executive Officer
SCHEDULE A -- FEES
Effective September 1, 2001
A. ADMINISTRATIVE SERVICES FEE. For all services provided by Administrator
pursuant to the Agreement ("Administrative Services"), the Fund agrees to pay
Administrator an annual fee ("Administrative Services Fee") equal to (x) the sum
of the products of the average daily net assets for each Portfolio of the Fund
multiplied by the following percentages:
MONEY MARKET PORTFOLIOS
3.15 basis points up to and including $15 billion; 2.9 basis points thereafter
US EQUITY PORTFOLIOS
3.15 basis points up to and including $2 billion; 2.9 basis points thereafter
US FIXED INCOME PORTFOLIOS
3.15 basis points up to and including $1 billion; 2.9 basis points thereafter
INTERNATIONAL PORTFOLIOS
7.0 basis points up to and including $1 billion; 5.0 basis points thereafter
FEEDER PORTFOLIOS(3)
3.15 basis points up to and including $1 billion; 1.0 basis points thereafter
less (y) an amount equal to the sum of distribution expenses incurred by the
Fund's Distributor on behalf of the Fund. For purposes of calculating the
Administrative Services Fee, distribution expenses described in (y), above,
shall include all expenses incurred in connection with the distribution of Fund
shares whether or not payable by the Fund under any applicable Rule 12b-1 Plan
and shall include (i) securities licensing fees, (ii) industry association
membership fees, (iii) ratings services, (iv) periodicals, (v) parking and other
similar benefits to employees of the Distributor, (vi) office equipment, (vii)
Distributor employee costs including salary, bonuses and benefits and (viii)
office space. For purposes of determining the breakpoints in calculating the
fees above, the assets will be aggregated.
Additionally, the Administrator will charge a flat fee of $30,000 per year per
Portfolio on all Portfolios (except the Life Solutions Funds) with less than
$500 million in assets under management.
For Administrative Services provided pursuant to Section 3(g) of the Agreement,
the Fund agrees to pay $1,000 per year per Portfolio for monthly Fact Sheets.
The Administrative Services Fee shall be accrued daily at a rate of 1/365th of
the annual fee and shall be based upon the average daily net assets of each
Portfolio during the calendar month. The Administrative Services Fee shall be
payable monthly on the first business day following month end.
B. REIMBURSEMENT OF EXPENSES. In addition to paying the Administrative
Services Fee, the Fund shall reimburse Administrator on invoice for (i)
out-of-pocket expenses, and (ii) start-up costs for each new Portfolio incurred
through the first 6 months after the SEC effective date of the new Portfolio
(including out-of-pocket and personnel costs).
----------
(3) The fee applicable to Feeder Portfolios shall apply for so long as all
investable assets of the applicable fund are invested in another investment
company with substantially the same investment objectives and policies. The fee
would revert to the appropriate fee, classified by fund type, should the fund
cease operating as a Feeder Portfolio.
SCHEDULE A -- FEES
Effective January 1, 1993
A. ADMINISTRATIVE SERVICES FEE. For all services provided by Administrator
pursuant to the Agreement ("Administrative Services"), the Fund agrees to pay
Administrator an annual fee ("Administrative Services Fee") equal to (x) the sum
of the products of the average daily net assets for each Portfolio of the Fund
multiplied by the following percentages:
PORTFOLIO'S AVERAGE DAILY NET ASSETS RATE
------------------------------------ ----
DOMESTIC PORTFOLIOS
$0 to and including $500 million 0.0006
Over $500 million to and including $1 billion 0.0005
Over $1 billion 0.0003
INTERNATIONAL PORTFOLIOS
$0 to and including $500 million 0.0007
Over $500 million to and including $1 billion 0.0006
Over $1 billion to and including $1.5 billion 0.0004
Over $1.5 billion 0.0003
less (y) an amount equal to the sum of distribution expenses incurred by the
Fund's Distributor on behalf of the Fund up to a maximum of 15% of the amount
determined in (x). For purposes of calculating the Administrative Services Fee,
distribution expenses described in (y), above, shall include all expenses
incurred in connection with the distribution of Fund shares whether or not
payable by the Fund under any applicable Rule 12b-1 Plan and shall include (i)
securities licensing fees, (ii) industry association membership fees, (iii)
ratings services, (iv) periodicals, (v) parking and other similar benefits to
employees of the Distributor, (vi) office equipment, (vii) Distributor employee
costs including salary, bonuses and benefits and (viii) office space. For
purposes of determining the breakpoints in calculating (x) above, the assets of
all Domestic Portfolios will be aggregated.
The Administrative Services Fee shall be accrued daily at a rate of 1/365th of
the annual fee and shall be based upon the average daily net assets of each
Portfolio during the calendar month. The Administrative Services Fee shall be
payable monthly on the first business day following month end.
B. REIMBURSEMENT OF EXPENSES. In addition to paying the Administrative
Services Fee, the Fund shall reimburse Administrator on invoice for (i)
out-of-pocket expenses, and (ii) start-up costs for each new Portfolio incurred
through the first 6 months after the SEC effective date of the new Portfolio
(including out-of-pocket and personnel costs).
LETTER AGREEMENT
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the
Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, The Seven Seas Series Fund advises you that it is creating a new series to
be named The Seven Seas Series US Government Money Market Fund (the "Fund") and
that The Seven Seas Series Fund desires Xxxxx Xxxxxxx Investment Management
Company to serve as Administrator with respect to the Fund pursuant to the terms
and conditions of the
Administration Agreement. The fee to be charged by
Administrator to the Fund in return for its services will be as set forth in the
Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
1992.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxxxx X. Xxxxx
-------------------
Xxxxxx X. Xxxxx
Senior Vice President - Operations
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
LETTER AGREEMENT
January 8, 1992
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating six
new series to be named The Seven Seas Series Short Term Government Bond Fund,
The Seven Seas Series S&P 500 Index Fund, The Seven Seas Series S&P Midcap Index
Fund, The Seven Seas Series Matrix Synthesis Fund, The Seven Seas Series
International European Index Fund, and The Seven Seas Series International
Pacific Index Fund (the "New Funds") and that The Seven Seas Series Fund desires
Xxxxx Xxxxxxx Investment Management Company to serve as Administrator with
respect to the New Funds pursuant to the terms and conditions of the
Administration Agreement. The fee to be charged by Administrator to the New
Funds in return for its services will be as set forth in the Administration
Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the New Funds shall be until April
12, 1993.
Please acknowledge your acceptance of acting as Administrator to the New Funds
by executing this letter agreement in the space provided below and then
returning it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxxxx X. Xxxxx
-------------------
Xxxxxx X. Xxxxx
Senior Vice President - Operations
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
LETTER AGREEMENT
July 8, 1992
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating two
new series to be named The Seven Seas Series Bond Market Fund and The Seven Seas
Series Yield Plus Fund (the "New Funds") and that The Seven Seas Series Fund
desires Xxxxx Xxxxxxx Investment Management Company to serve as Administrator
with respect to the New Funds pursuant to the terms and conditions of the
Administration Agreement. The fee to be charged by Administrator to the New
Funds in return for its services will be as set forth in the Administration
Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the New Funds shall be until April
12, 1994.
Please acknowledge your acceptance of acting as Administrator to the New Funds
by executing this letter agreement in the space provided below and then
returning it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxxxx X. Xxxxx
-------------------
Xxxxxx X. Xxxxx
Senior Vice President - Operations
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
LETTER AGREEMENT
The Seven Seas Series US Treasury Money Market Fund
The Seven Seas Series US Treasury Obligations Fund
Administration Agreement
January 6, 1993
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating two
new series to be named The Seven Seas Series US Treasury Money Market Fund and
The Seven Seas Series US Treasury Obligations Fund (the "New Funds") and that
The Seven Seas Series Fund desires Xxxxx Xxxxxxx Investment Management Company
to serve as Administrator with respect to the New Funds pursuant to the terms
and conditions of the Administration Agreement. The fee to be charged by
Administrator to the New Funds in return for its services will be as set forth
in the Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the New Funds shall be until April
12, 1993.
Please acknowledge your acceptance of acting as Administrator to the New Funds
by executing this letter agreement in the space provided and then returning it
to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxxxx X. Xxxxx
-------------------
Xxxxxx X. Xxxxx
Senior Vice President - Operations
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
LETTER AGREEMENT
The Seven Seas Series Growth and Income Fund
The Seven Seas Series Intermediate Fund
Administration Agreement
April 7, 1993
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating two
new series to be named The Seven Seas Series Growth and Income Fund and The
Seven Seas Series Intermediate Fund (the "New Funds") and that The Seven Seas
Series Fund desires Xxxxx Xxxxxxx Investment Management Company to serve as
Administrator with respect to the New Funds pursuant to the terms and conditions
of the Administration Agreement. The fee to be charged by Administrator to the
New Funds in return for its services will be set forth in the Administration
Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the New Funds shall be until April
12, 1994.
Please acknowledge your acceptance of acting as Administrator to the New Funds
by executing this letter agreement in the space provided below and then
returning it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ Xxxxxx X. Early
-------------------
Xxxxxx X. Early
Associate General Counsel and Secretary
LETTER AGREEMENT
The Seven Seas Series Prime Money Market Portfolio
The Seven Seas Series Emerging Markets Fund
Administration Agreement
January 19, 1994
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Dear Sirs:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating two
new series to be named The Seven Seas Series Prime Money Market Portfolio and
The Seven Seas Series Emerging Markets Fund (the "Portfolios") and that The
Seven Seas Series Fund desires Xxxxx Xxxxxxx Investment Management Company to
serve as Administrator with respect to the Portfolios pursuant to the terms and
conditions of the Administration Agreement. The fee to be charged by
Administrator to the Portfolios in return for its services will be as set forth
in the Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Portfolios shall be until April
6, 1994.
Please acknowledge your acceptance of acting as Administrator to the Portfolios
by executing this letter agreement in the space provided below and then
returning it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment
Management Company
By: /s/ Xxxx X. Xxxxxxxx By: /s/ Xxxxxx X. Early
-------------------- -------------------
Xxxx X. Xxxxxxxx Xxxxxx X. Early
President Associate General Counsel
and Secretary
LETTER AGREEMENT
The Seven Seas Series Tax Free Money Market Fund
Administration Agreement
July 13, 1994
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies & Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that it is creating a
new series to be named The Seven Seas Series Tax Free Money Market Fund, Class
A, Class B and Class C ("Tax Free Fund") and that The Seven Seas Series Fund
desires Xxxxx Xxxxxxx Investment Management Company to serve as Administrator
with respect to the Tax Free Fund pursuant to the terms and conditions of the
Administration Agreement. The fee to be charged by Administrator to the Tax Free
Fund in return for its services will be as set forth in the Administration
Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Tax Free Fund shall be until
April 12, 1995.
Please acknowledge your acceptance of acting as Administrator to the Funds by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ J. Xxxxx Xxxxxxxx
---------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel and Assistant Secretary
LETTER AGREEMENT
THE SEVEN SEAS SERIES REAL ESTATE FUND
THE SEVEN SEAS SERIES SMALL CAP FUND
THE SEVEN SEAS SERIES ACTIVE INTERNATIONAL FUND
ADMINISTRATION AGREEMENT
October 25, 1994
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between The Seven Seas
Series Fund and Xxxxx Xxxxxxx Investment Management Company, dated April 12,
1988, as amended, The Seven Seas Series Fund advises you that (1) it is creating
a new series to be named The Seven Seas Series Real Estate Equity Fund, (2) it
has changed the investment objective and policies if The Seven Seas Series
Midcap Index Fund and renamed it The Seven Seas Series Small Cap Fund, and (3)
it has changed the investment objective and policies of The Seven Seas Series
International European Index Fund and renamed it The Seven Seas Series Active
International Fund (collectively, the "Funds"), and that The Seven Seas Series
Fund desires Xxxxx Xxxxxxx Investment Management Company to serve as
Administrator with respect to the Funds pursuant to the terms and conditions of
the Administration Agreement. The fee to be charged by Administrator to the
Funds in return for its services will be as set forth in the Administration
Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Funds shall be until April 12,
1995.
Please acknowledge your acceptance of acting as Administrator to the Funds by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
THE SEVEN SEAS SERIES FUND
By: /s/ Xxxx X. Xxxxxxxx
--------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By: /s/ J. Xxxxx Xxxxxxxx
---------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel and Assistant Secretary
LETTER AGREEMENT
SSgA LIFE SOLUTIONS INCOME AND GROWTH FUND
SSgA LIFE SOLUTIONS BALANCED FUND
SSgA LIFE SOLUTIONS GROWTH FUND
ADMINISTRATION AGREEMENT
April 10, 1997
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the
SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating three new series to be
named SSgA Life Solutions Income and Growth Fund, SSgA Life Solutions Balanced
Fund, and SSgA Life Solutions Growth Fund (collectively, the "Funds"), and that
the SSgA Funds desire Xxxxx Xxxxxxx Investment Management Company to serve as
Administrator with respect to the Funds pursuant to the terms and conditions of
the Administration Agreement. The Administrator to the Funds will charge a fee
for its services to the Funds as determined by the currently effective
Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Funds shall be until April 12,
1998.
Please acknowledge your acceptance of acting as Administrator to the Funds by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA SPECIAL FUND
SSgA INTERNATIONAL GROWTH OPPORTUNITIES FUND
SSgA HIGH YIELD BOND FUND
ADMINISTRATION AGREEMENT
April 28, 1998
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating three new series to be
named SSgA Special Fund, SSgA International Growth Opportunities Fund, and SSgA
High Yield Bond Fund (collectively, the "Funds"), and that the SSgA Funds desire
Xxxxx Xxxxxxx Investment Management Company to serve as Administrator with
respect to the Funds pursuant to the terms and conditions of the Administration
Agreement. The Administrator to the Funds will charge a fee for its services to
the Funds as determined by the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Funds shall be until April 12,
1999.
Please acknowledge your acceptance of acting as Administrator to the Funds by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA AGGRESSIVE EQUITY FUND
ADMINISTRATION AGREEMENT
September 1, 1998
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating a new series to be named
SSgA Aggressive Equity Fund (the "Fund"), and that the SSgA Funds desire Xxxxx
Xxxxxxx Investment Management Company to serve as Administrator with respect to
the Fund pursuant to the terms and conditions of the Administration Agreement.
The Administrator to the Fund will charge a fee for its services to the Funds as
determined by the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
1999.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA IAM SHARES FUND
ADMINISTRATION AGREEMENT
May 28, 1999
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating a new series to be named
SSgA IAM SHARES Fund (the "Fund"), and that the SSgA Funds desire Xxxxx Xxxxxxx
Investment Management Company to serve as Administrator with respect to the Fund
pursuant to the terms and conditions of the Administration Agreement. The
Administrator to the Fund will charge a fee for its services to the Funds as
determined by the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
1999.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA INTERMEDIATE MUNICIPAL BOND FUND
ADMINISTRATION AGREEMENT
May 30, 2000
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating a new series to be named
SSgA Intermediate Municipal Bond Fund (the "Fund"), and that the SSgA Funds
desire Xxxxx Xxxxxxx Investment Management Company to serve as Administrator
with respect to the Fund pursuant to the terms and conditions of the
Administration Agreement. The Administrator to the Fund will charge a fee for
its services to the Funds as determined by the currently effective
Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
2000.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA LARGE CAP VALUE FUND
SSgA LARGE CAP GROWTH OPPORTUNITIES FUND
August 28, 2003
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating two new series to be
named SSgA Large Cap Value Fund and SSgA Large Cap Growth Opportunities Fund
(the "Funds"), and that the SSgA Funds desire Xxxxx Xxxxxxx Investment
Management Company to serve as Administrator with respect to each Fund pursuant
to the terms and conditions of the Administration Agreement. The Administrator
to the Funds will charge a fee for its services to the Funds as determined by
the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
2004.
Please acknowledge your acceptance of acting as Administrator to the Funds by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA DIRECTIONAL CORE EQUITY FUND
ADMINISTRATION AGREEMENT
______________, 2004
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating a new series to be named
SSGA Directional Core Equity Fund (the "Fund"), and that the SSgA Funds desire
Xxxxx Xxxxxxx Investment Management Company to serve as Administrator with
respect to the Fund pursuant to the terms and conditions of the Administration
Agreement. The Administrator to the Fund will charge a fee for its services to
the Fund as determined by the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
2005.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
LETTER AGREEMENT
SSgA ENHANCED SMALL CAP FUND
ADMINISTRATION AGREEMENT
______________, 2004
Xxxxx Xxxxxxx Investment Management Company
000 X Xxxxxx
Xxxxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Paragraph 1 of the Administration Agreement between the SSgA Funds
and Xxxxx Xxxxxxx Investment Management Company, dated April 12, 1988, as
amended, the SSgA Funds advise you that it is creating a new series to be named
SSGA Enhanced Small Cap Fund (the "Fund"), and that the SSgA Funds desire Xxxxx
Xxxxxxx Investment Management Company to serve as Administrator with respect to
the Fund pursuant to the terms and conditions of the Administration Agreement.
The Administrator to the Fund will charge a fee for its services to the Fund as
determined by the currently effective Administration Agreement.
Notwithstanding anything to the contrary in Paragraph 11(b), the initial term of
the Administration Agreement with respect to the Fund shall be until April 12,
2005.
Please acknowledge your acceptance of acting as Administrator to the Fund by
executing this letter agreement in the space provided below and then returning
it to the undersigned.
Sincerely,
SSgA FUNDS
By:
------------------------------
Xxxx X. Xxxxxxxx
President and Chairman of the Board
ACKNOWLEDGED AND ACCEPTED
Xxxxx Xxxxxxx Investment Management Company
By:
------------------------------
J. Xxxxx Xxxxxxxx
Associate General Counsel
and Assistant Secretary
