Exhibit(h)(29)
AMENDMENT No. 1 to the TRANSFER AGENCY AND SERVICE AGREEMENT
This AMENDMENT NO. 1 is made as of June 11, 2002 to that certain
TRANSFER AGENCY AND SERVICE AGREEMENT (together with the exhibits attached here
and thereto, this "Agreement"), dated October 2, 1989 by and between
GLOBAL/INTERNATIONAL FUND, INC. (the "Company") and XXXXXXX SERVICE CORPORATION,
a Massachusetts corporation (the "Agent").
WHEREAS, the U.S. Congress has enacted the Uniting and Strengthening
America by Providing Appropriate Tools Required to Intercept and Obstruct
Terrorism Act of 2001, as may be amended from time to time, and all regulations
promulgated pursuant thereto (collectively, the "USA PATRIOT Act") and the Bank
Secrecy Act, as amended, and the regulations promulgated pursuant thereto
(collectively, the "BSA"), to require open-end mutual funds to develop
anti-money laundering compliance programs and procedures ("AML Program");
WHEREAS, the Company has no employees, and account openings and
dealings with shareholders are maintained by the Agent as they relate to the
Company pursuant to the Agreement;
WHEREAS, the Company has adopted an AML Program to comply with the USA
PATRIOT Act and the BSA which require agreements with certain third parties to
be amended; and
WHEREAS, the parties have agreed to amend the Agreement in accordance
with Article 10, Section 10.01 to comply with the Company's AML Program and the
USA PATRIOT Act and the BSA.
NOW, THEREFORE, in consideration of the mutual promises set forth and
for other good and valuable consideration, the parties hereby agree to amend the
Agreement as follows:
1. Article 1, Section 1.02(a)(x) is hereby replaced in its entirety with
the following:
(x) Maintain records of account for and advise the Company and its
Shareholders as to the foregoing, create and maintain true and
complete books and records as required for the Company by the
USA PATRIOT Act and the BSA, and establish and implement an
Anti-Money Laundering Program, as defined in Section 352 of
the USA PATRIOT Act;
2. Article 6, Section 6.04 is hereby replaced in its
entirety with the following:
6.04. The Agent shall keep records relating to the services to be
performed hereunder, in the form and manner as it may deem
advisable, provided all records required to be created and
maintained under the USA PATRIOT Act and BSA shall be in the
form and manner prescribed by U.S. Department of Treasury's
Financial Crimes Enforcement Network ("FinCEN") and the
Securities and Exchange Commission ("SEC"), as the case may
be. To the extent required by Section 31 of the Investment
Company Act of 1940, as amended, (the "Act") and the Rules
thereunder, the Agent agrees that all such records prepared or
maintained by the Agent relating to the services to be
performed by the Agent hereunder and those records that the
Company and the Agent agree from time to time to be the
records of the Company are the property of the Company and
will be preserved, maintained and made available in accordance
with the USA PATRIOT Act, the BSA, the Acts, and all rules and
regulations promulgated thereunder Section and Rules, and will
be surrendered promptly to the Company on and in accordance
with its request. Records surrendered hereunder shall be in
machine readable form, except to the extent that the Agent has
maintained such a record only in paper form.
3. Article 6, Section 6.06 is hereby replaced in its entirety with the
following:
6.06. In case of any requests or demands for the inspection of the
Shareholders records of the Company the Agent will endeavor to
notify the Company and to secure instructions from an
authorized officer of the Company as to such inspection. The
Agent reserves the right, however, to exhibit the Shareholders
records to any person whenever it is reasonably advised by its
counsel that it may be held liable for the failure to exhibit
the Shareholders records to such person. Notwithstanding the
foregoing, all books and records shall be made available, for
inspection and copying, to the FinCEN and the SEC as may be
requested pursuant to the USA PATRIOT Act and the BSA.
4. The following is hereby inserted as a new Section 6.09 to Article 6:
6.09. The Agent agrees to comply with the provisions of the USA
PATRIOT Act and the BSA, as they relate to the Company. In
addition to the usual and ordinary services specifically set
forth in Article 1, the Agent shall perform the services
necessary to ensure that the Company is in compliance with the
USA PATRIOT Act and the BSA, including but not limited to
implementing policies and procedures, maintaining books and
records and responding to requests for information pursuant to
the USA PATRIOT Act and the BSA.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in their names and on their behalf under their seals by and through
their duly authorized officers, as of the day and year first above written.
[SEAL] GLOBAL/INTERNATIONAL FUND, INC.
By: /s/Xxxx Xxxxxxxx
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Xxxx Xxxxxxxx
Vice President
[SEAL] XXXXXXX SERVICE CORPORATION
By: /s/Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
President
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