ADMINISTRATION AGREEMENT
THE ADVISORS' INNER CIRCLE FUND
THIS AGREEMENT is made as of this 14th day of November, 1991 as amended and
restated this 17th day of May, 1994, by and between The Advisors' Inner Circle
Fund (the "Trust"), a Massachusetts business trust, and SEI Financial Management
Corporation (the "Administrator"), a Delaware corporation.
WHEREAS, the Trust is an open-end diversified management investment company
registered under the Investment Company Act of 1940, as amended (the "1940
Act"), consisting of several series of shares; and
WHEREAS, the Trust desires the Administrator to provide, and the
Administrator is willing to provide, management, shareholder services and
administrative services to such portfolios of the Trust as the Trust and the
Administrator may agree on (the "Portfolios") and as listed on the schedules
attached hereto (the "Schedules") and made a part of this Agreement, on the
terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the covenants
hereinafter contained, the Trust and the Administrator hereby agree as follows:
ARTICLE 1. Retention of the Administrator. The Trust hereby retains the
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Administrator to act as the administrator of the Portfolios and to furnish the
Portfolios with the management and administrative services as set forth below.
The Administrator hereby accepts such employment to perform the duties set forth
below.
The Administrator shall, for all purposes herein, be deemed to be an
independent contractor and, unless otherwise expressly provided or authorized,
shall have no authority to act for or represent the Trust in any way and shall
not be deemed an agent of the Trust.
ARTICLE 2. Other Administrative Services. The Administrator shall perform
-----------------------------
or supervise the performance by others of other administrative services in
connection with the operations of the Portfolios, and, on behalf of the Trust,
will investigate, assist in the selection of and conduct relations with
custodians, depositories, accountants, legal counsel, underwriters, brokers and
dealers, corporate fiduciaries, insurers, banks and persons in any other
capacity deemed to be necessary or desirable for the Portfolios' operations. The
Administrator shall provide the Trustees of the Trust with such reports
regarding investment performance as they may reasonably request but shall have
no responsibility for supervising the performance by any investment adviser or
sub-adviser of its responsibilities.
The Administrator shall provide the Trust with regulatory reporting, fund
accounting and related portfolio accounting services, all necessary office
space, equipment, personnel compensation and facilities (including facilities
for Shareholders' and Trustees' meetings) for handling the affairs of the
Portfolios and such other services as the Administrator shall, from time to
time, determine to be necessary to perform its obligations under this Agreement.
The Administrator shall make reports to the Trust's Trustees concerning the
performance of its obligations hereunder; furnish advice and recommendations
with respect to other aspects of the business and affairs of the Portfolios as
the Trust and the Administrator shall determine desirable; and shall provide the
Portfolios' Shareholders with the reports described in the Portfolios' then
current prospectuses.
The Administrator shall calculate the daily net asset value of the
Portfolios in accordance with the procedures prescribed in the Trust's
Registration Statement and such other procedures as may be established by the
Trustees of the Trust.
The Administrator will answer such correspondence and inquiries from
Shareholders, securities brokers and others relating to its duties hereunder and
such other correspondence and inquiries as may from time to time on such terms
as may be mutually agreed upon between the Administrator and the Fund.
Also, the Administrator may perform other services for the Trust as agreed
from time to time, including, but not limited to, preparation and mailing of
appropriate Federal income tax forms and returns to the Internal Revenue Service
and other appropriate taxing authorities; mailing the annual reports of the
Portfolios; preparing an annual list of Shareholders; furnishing the Trust with
such reports regarding the sale and redemption of Shares as may be required in
order to comply with Federal and state securities law; and mailing notices of
Shareholders' meetings, proxies and proxy statements, for all of which the Trust
will pay the Administrator's out-of-pocket expenses.
ARTICLE 3. Allocation of Charges and Expenses.
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(A) The Administrator. The Administrator shall furnish at its own expense
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the executive, supervisory and clerical personnel necessary to perform its
obligations under this Agreement. The Administrator shall also provide the items
which it is obligated to provide under this Agreement, and shall pay all
compensation, if any, of officers of the Trust as well as all Trustees of the
Trust who are affiliated persons of the Administrator or any affiliated
corporation of the Administrator; provided, however, that unless otherwise
specifically provided, the Administrator shall not be obligated to pay the
compensation of any employee of the Trust retained by the Trustees of the Trust
to perform services on behalf of the Trust.
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(B) The Trust. The Trust assumes and shall pay or cause to be paid all
---------
other expenses of the Trust not otherwise allocated herein, including, without
limitation, organizational costs, taxes, expenses for legal and auditing
services, the expenses of preparing (including typesetting), printing and
mailing reports, prospectuses, statements of additional information, proxy
solicitation material and notices to existing Shareholders, all expenses
incurred in connection with issuing and redeeming Shares, the costs of custodial
services, the cost of initial and ongoing registration of the Shares under
Federal and state securities laws, fees and out-of-pocket expenses of Trustees
who are not affiliated persons of the Administrator or the investment adviser to
the Trust or any affiliated corporation of the Administrator or the investment
adviser, insurance, interest, brokerage costs, litigation and other
extraordinary or nonrecurring expenses, and all fees and charges of investment
advisers to the Trust.
ARTICLE 4. Compensation of the Administrator.
---------------------------------
(A) Administration Fee. For the services to be rendered, the facilities
------------------
furnished and the expenses assumed by the Administrator pursuant to this
Agreement, the Trust shall pay to the Administrator compensation at an annual
rate specified in the Schedules. Such compensation shall be calculated and
accrued daily, and paid to the Administrator monthly.
If this Agreement becomes effective subsequent to the first day of a month
or terminates before the last day of a month, the Administrator's compensation
for that part of the month in which this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees as set forth
above. Payment of the Administrator's compensation for the preceding month shall
be made promptly.
(B) Compensation from Transactions. The Trust hereby authorizes any entity
------------------------------
or person associated with the Administrator which is a member of a national
securities exchange to effect any transaction on the exchange for the account of
the Trust which is permitted by Section 11(a) of the Securities Exchange Act of
1934 and Rule 11a2-2(T) thereunder, and the Trust hereby consents to the
retention of compensation for such transactions in accordance with Rule
11a2-2(T) (a) (2) (iv).
(C) Survival of Compensation Rates. All rights of compensation under this
------------------------------
Agreement for services performed as of the termination date shall survive the
termination of this Agreement.
ARTICLE 5. Limitation of Liability of the Administrator. The duties of the
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Administrator shall be confined to those expressly set forth herein, and no
implied duties are assumed by or may be asserted against the Administrator
hereunder. The Administrator shall not be liable for any error of judgment or
mistake of law or for any loss arising out of any investment or for any act or
omission in carrying out its duties hereunder, except a loss resulting from
willful misfeasance, bad faith or gross negligence
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in the performance of its duties, or by reason of reckless disregard of its
obligations and duties hereunder, except as may otherwise be provided under
provisions of applicable law which cannot be waived or modified hereby. (As used
in this Article 7, the term "Administrator" shall include directors, officers,
employees and other corporate agents of the Administrator as well as that
corporation itself.)
So long as the Administrator acts in good faith and with due diligence and
without gross negligence, the Trust assumes full responsibility and shall
indemnify the Administrator and hold it harmless from and against any and all
actions, suits and claims, whether groundless or otherwise, and from and against
any and all losses, damages, costs, charges, reasonable counsel fees and
disbursements, payments, expenses and liabilities (including reasonable
investigation expenses) arising directly or indirectly out of said
administration, transfer agency, and dividend disbursing relationships to the
Trust or any other service rendered to the Trust hereunder. The indemnity and
defense provisions set forth herein shall indefinitely survive the termination
of this Agreement.
The rights hereunder shall include the right to reasonable advances of
defense expenses in the event of any pending or threatened litigation with
respect to which indemnification hereunder may ultimately be merited. In order
that the indemnification provision contained herein shall apply, however, it is
understood that if in any case the Trust may be asked to indemnify or hold the
Administrator harmless, the Trust shall be fully and promptly advised of all
pertinent facts concerning the situation in question, and it is further
understood that the Administrator will use all reasonable care to identify and
notify the Trust promptly concerning any situation which presents or appears
likely to present the probability of such a claim for indemnification against
the Trust, but failure to do so in good faith shall not affect the rights
hereunder.
The Administrator may apply to the Trust at any time for instructions and
may consult counsel for the Trust or its own counsel and with accountants and
other experts with respect to any matter arising in connection with the
Administrator's duties, and the Administrator shall not be liable or accountable
for any action taken or omitted by it in good faith in accordance with such
instruction or with the opinion of such counsel, accountants or other experts.
Also, the Administrator shall be protected in acting upon any document
which it reasonably believes to be genuine and to have been signed or presented
by the proper person or persons. Nor shall the Administrator be held to have
notice of any change of authority of any officers, employee or agent of the
Trust until receipt of written notice thereof from the Trust.
ARTICLE 6. Activities of the Administrator. The services of the
-------------------------------
Administrator rendered to the Trust are not to be deemed to be exclusive. The
Administrator is free to render such services to others and to have other
businesses and interests. It is understood that Trustees, officers, employees
and Shareholders of the Trust are or may
4
be or become interested in the Administrator, as directors, officers, employees
and shareholders or otherwise and that directors, officers, employees and
shareholders of the Administrator and its counsel are or may be or become
similarly interested in the Trust, and that the Administrator may be or become
interested in the Trust as a Shareholder or otherwise.
ARTICLE 7. Duration of this Agreement. The Term of this Agreement shall be
--------------------------
as specified in the Schedules.
This Agreement shall not be assignable by either party without the written
consent of the other party.
ARTICLE 8. Amendments. This Agreement may be amended by the parties hereto
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only if such amendment is specifically approved (i) by the vote of a majority of
the Trustees of the Trust, and (ii) by the vote of a majority of the Trustees of
the Trust who are not parties to this Agreement or interested persons of any
such party, cast in person at a Board of Trustees meeting called for the purpose
of voting on such approval.
For special cases, the parties hereto may amend such procedures set forth
herein as may be appropriate or practical under the circumstances, and the
Administrator may conclusively assume that any special procedure which has been
approved by the Trust does not conflict with or violate any requirements of its
Declaration of Trust, By-Laws or then current prospectuses, or any rule,
regulation or requirement of any regulatory body.
ARTICLE 9. Trustees' Liability. A copy of the Declaration of Trust of the
-------------------
Trust is on file with the Secretary of State of the Commonwealth of
Massachusetts, and notice is hereby given that this instrument is executed on
behalf of the Trustees of the Trust as Trustees and not individually and that
the obligations of this instrument are not binding upon any of the Trustees,
officers or Shareholders of the Trust individually, but binding only upon the
assets and property of the Trust.
ARTICLE 10. Certain Records. The Administrator shall maintain customary
---------------
records in connection with its duties as specified in this Agreement. Any
records required to be maintained and preserved pursuant to Rules 31a-1 and
31a-2 under the 1940 Act which are prepared or maintained by the Administrator
on behalf of the Trust shall be prepared and maintained at the expense of the
Administrator, but shall be the property of the Trust and will be made available
to or surrendered promptly to the Trust on request.
In case of any request or demand for the inspection of such records by
another party, the Administrator shall notify the Trust and follow the Trust's
instructions as to permitting or refusing such inspection; provided that the
Administrator may exhibit such
5
records to any person in any case where it is advised by its counsel that it may
be held liable for failure to do so, unless (in cases involving potential
exposure only to civil liability) the Trust has agreed to indemnify the
Administrator against such liability.
ARTICLE 11. Definitions of Certain Terms. The terms "interested person" and
----------------------------
"affiliated person," when used in this Agreement, shall have the respective
meanings specified in the 1940 Act and the rules and regulations thereunder,
subject to such exemptions as may be granted by the Securities and Exchange
Commission.
ARTICLE 12. Notice. Any notice required or permitted to be given by either
------
party to the other shall be deemed sufficient if sent by registered or certified
mail, postage prepaid, addressed by the party giving notice to the other party
at the last address furnished by the other party to the party giving notice: if
to the Trust, at 000 Xxxx Xxxxxxxxxx Xxxx, Xxxxx, XX 00000-0000, and if to the
Administrator at 000 Xxxx Xxxxxxxxxx Xxxx, Xxxxx, XX 00000-0000.
ARTICLE 13. Governing Law. This Agreement shall be construed in accordance
-------------
with the laws of the Commonwealth of Massachusetts and the applicable provisions
of the 1940 Act. To the extent that the applicable laws of the Commonwealth of
Massachusetts, or any of the provisions herein, conflict with the applicable
provisions of the 1940 Act, the latter shall control.
ARTICLE 14. Multiple Originals. This Agreement may be executed in two or
------------------
more counterparts, each of which when so executed shall be deemed to be an
original, but such counterparts shall together constitute but one and the same
instrument.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement as of the day and year first above written.
THE ADVISORS' INNER CIRCLE FUND
By: [SIGNATURE APPEARS HERE]
----------------------------------
Attest: [SIGNATURE APPEARS HERE]
-----------------------------
SEI FINANCIAL MANAGEMENT CORPORATION
By: [SIGNATURE APPEARS HERE]
----------------------------------
Attest: [SIGNATURE APPEARS HERE]
------------------------------
6
CLOVER CAPITAL EQUITY VALUE FUND
CLOVER CAPITAL FIXED INCOME FUND
SCHEDULE
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the Clover
Capital Equity Value Fund and Clover Capital Fixed Income Fund
("Portfolios") at an annual rate per Portfolio of the greater of (i)
$50,000 and (ii) .20% of the average daily net assets of the
respective Portfolios, which is calculated daily and paid monthly.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
November 14,1991 and shall remain in effect for 5 years ("Initial
Term"). This Agreement shall continue in effect for successive
periods of 2 years after the Initial Term, unless terminated by
either party on not less than 90 days prior written notice to the
other party. In the event of a material breach of this Agreement by
either party, the non-breaching party shall notify the breaching
party in writing of such breach and upon receipt of such notice, the
breaching party shall have 45 days to remedy the breach or the non-
breaching party may immediately terminate this Agreement.
WHITE OAK GROWTH STOCK FUND
PIN OAK AGGRESSIVE STOCK FUND
SCHEDULE DATED JULY 20,1992
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17,1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the White Oak
Growth Stock Fund and Pin Oak Aggressive Stock Fund ("Portfolios") at
an annual rate per Portfolio of the greater of (i) $50,000 and (ii)
.20% of the average daily net assets of the respective Portfolios,
which is calculated daily and paid monthly.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
July 20, 1992 and shall remain in effect for 5 years ("Initial
Term"). This Agreement shall continue in effect for successive
periods of 2 years after the Initial Term, unless terminated by
either party on not less than 90 days prior written notice to the
other party. In the event of a material breach of this Agreement by
either party, the non-breaching party shall notify the breaching
party in writing of such breach and upon receipt of such notice, the
breaching party shall have 45 days to remedy the breach or the non-
breaching party may immediately terminate this Agreement.
XXXXXXXX MIDWEST GROWTH FUND
XXXXXXXX GROWTH AND INCOME FUND
XXXXXXXX GOVERNMENT SECURITIES FUND
SCHEDULE
DATED JUNE 15, 1993
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the Xxxxxxxx
Midwest Growth Fund, Xxxxxxxx Growth and Income Fund and Xxxxxxxx
Government Securities Fund (the "Portfolios") at an annual rate per
Portfolio of .20% of the average daily net assets of each Portfolio,
which is calculated daily and paid monthly. There is a minimum annual
fee of $50,000 per Portfolio.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
June 15, 1993 and shall remain in effect for 5 years ("Initial
Term"). This Agreement shall continue in effect for successive
periods of 2 years after the Initial Term, unless terminated by
either party on not less than 90 days prior written notice to the
other party. In the event of a material breach of this Agreement by
either party, the non-breaching party shall notify the breaching
party in writing of such breach and upon receipt of such notice, the
breaching party shall have 45 days to remedy the breach or the non-
breaching party may immediately terminate this Agreement.
A+F LARGE CAP PORTFOLIO
SCHEDULE
DATED OCTOBER 15, 1993
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the A+F Large Cap
Portfolio (the "Portfolio") at an annual rate equal to the higher of
$75,000 or .20% of the A+F Portfolio's average daily net assets up to
$100 million, .15% on the next $100 million of the Portfolio's
average daily net assets, and .10% on the Portfolio's average daily
net assets in excess of $200 million. In addition the Administrator
has agreed to waive this fee during the first twelve months of
operation in an amount necessary to limit this fee to the higher of
$67,500 or .18% of the A+F Portfolio's average daily net assets.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
October 15, 1993 and shall remain in effect for 5 years ("Initial
Term"). This Agreement shall continue in effect for successive
periods of 2 years after the Initial Term, unless terminated by
either party on not less than 90 days prior written notice to the
other party. In the event of a material breach of this Agreement by
either party, the non-breaching party shall notify the breaching
party in writing of such breach and upon receipt of such notice, the
breaching party shall have 45 days to remedy the breach or the non-
breaching party may immediately terminate this Agreement.
SCHEDULE DATED DECEMBER 29, 1993
TO THE ADMINISTRATION AGREEMENT
DATED DECEMBER 29, 1993
BETWEEN
XXXXXX XXXXXXXX INVESTMENT TRUST
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 4, Section A and subject to the minimum fees
described below, the Trust shall pay the Administrator compensation
for services rendered to the Xxxxxx Xxxxxxxx International Equity
Fund, Xxxxxx Xxxxxxxx Global Equity Fund, Xxxxxx Xxxxxxxx European
Equity Fund, Xxxxxx Xxxxxxxx Pacific Basin Equity Fund, Xxxxxx
Xxxxxxxx International Small Cap Equity Fund, Xxxxxx Xxxxxxxx
Japanese Small Cap Equity Fund, Xxxxxx Xxxxxxxx European Small Cap
Equity Fund, Xxxxxx Xxxxxxxx Emerging Markets Equity Fund, Xxxxxx
Xxxxxxxx Global Fixed Income Fund, Xxxxxx Xxxxxxxx International
Fixed Income Fund and Xxxxxx Xxxxxxxx Emerging Markets Fixed Income
Fund (the "Portfolios") at an annual rate equal to the sum of (I)
.15% of the Portfolios' aggregate average daily net assets under $300
million; (ii) .12% of the Portfolios' aggregate average daily net
assets from $300 million and up to $500 million; (iii) .10% of
Portfolios' aggregate average daily net assets from $500 million and
up to $1 billion; and (iv) .08% of the Portfolios' aggregate average
daily net assets in excess of $1 billion. Solely for purposes of
determining the applicable fee rate discussed above, the assets of
the Portfolios will be combined with the assets of the Xxxxxx
Xxxxxxxx Fixed Income Fund and the Xxxxxx Xxxxxxxx Municipal Bond
Fund for so long as such mutual funds receive administrative services
from the Administrator. These services are currently provided to such
funds pursuant to a separate administrative agreement. The fees
payable by each Portfolio shall be computed daily in amounts
proportionate to the amount of the Portfolio's average daily net
assets as a percentage of the aggregate daily net assets of all
Portfolios; provided that in no event shall the fee paid by a
Portfolio be less than the following annual minimum administrative
fees (calculated and accrued on a daily basis): $75,000 for each of
the Xxxxxx Xxxxxxxx International Equity Fund, Xxxxxx Xxxxxxxx
European Equity Fund, Xxxxxx Xxxxxxxx Pacific Basin Fund, Xxxxxx
Xxxxxxxx Global Equity Fund, Xxxxxx Xxxxxxxx Global Fixed Income Fund
and Xxxxxx Xxxxxxxx International Fixed Income Fund; $100,000 for
each of the Xxxxxx Xxxxxxxx International Small Cap Equity Fund,
Xxxxxx Xxxxxxxx Japanese Small Cap Equity Fund, Xxxxxx Xxxxxxxx
European Small Cap Equity Fund, Xxxxxx Xxxxxxxx Emerging Markets
Equity Fund and Xxxxxx Xxxxxxxx Emerging Markets Fixed Income Fund.
The minimum administrative fee shall be phased in over one year so
that minimum fee
shall be (i) 25% of the above minimums for the first four months of a
Portfolio's operations, (ii) 50% of the above minimums for the next
four months, (iii) 75% of the above minimums for the next four
months. and (iv) 100% of the above minimums thereafter.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
December 29,1993 and shall remain in effect until October 31,1996
("Initial Term"). This Agreement shall continue in effect for
successive periods of 2 years after the Initial Term (a "Renewal
Term"), unless terminated by either party on not less than 90 days
prior written notice to the other party prior to the last day of the
Initial Term or any Renewal Term. In the event of a material breach
of this Agreement by either party, the non-breaching party shall
notify the breaching party in writing of such breach and upon receipt
of such notice, the breaching party shall have 45 days to remedy the
breach or the non-breaching party may immediately terminate this
Agreement.
XXXXXX GROWTH EQUITY FUND
XXXXXX FIXED INCOME FUND
XXXXXX SMALL CAP FUND
SCHEDULE DATED JANUARY 15, 1994
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation to services rendered to the Xxxxxx Growth
Equity Portfolio, Xxxxxx Small Cap Portfolio and Xxxxxx Fixed Income
Portfolio (the "Portfolios") at an annual rate of that Portfolio's
proportionate share of .20% of aggregate average daily net assets of
all the Portfolios up to $75 million, and .15% of such assets in
excess of $75 million. There is a minimum annual fee of $75,000 per
Portfolio.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
January 15, 1994 and shall remain in effect for 5 years ("Initial
Term"). This Agreement shall continue in effect for successive
periods of 2 years after the Initial Term, unless terminated by
either party on not less than 90 days prior written notice to the
other party. In the event of a material breach of this Agreement by
either party, the non-breaching party shall notify the breaching
party in writing of such breach and upon receipt of such notice, the
breaching party shall have 45 days to remedy the breach or the non-
breaching party may immediately terminate this Agreement.
HGK FIXED INCOME FUND
SCHEDULE DATED AUGUST 15, 1994
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation to services rendered to the HGK Fixed
Income Portfolio (the "Portfolio") at an annual rate equal to the
higher of $75,000 or .20% of the Portfolio's average daily net
assets.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
August 15, 1994 and shall remain in effect with respect to the
Portfolio for 5 years ("Initial Term"). This Agreement shall continue
in effect for successive periods of 2 years after the Initial Term,
unless terminated by either party on not less than 90 days prior
written notice to the other party. In the event of a material breach
of this Agreement by either party, the nonbreaching party shall
notify the breaching party in writing of such breach and upon receipt
of such notice, the breaching party shall have 45 days to remedy the
breach or the nonbreaching party may immediately terminate this
Agreement.
AIG MONEY MARKET FUND
SCHEDULE DATED NOVEMBER 15, 1994
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the AIG Money
Market Fund (the "Portfolio") at an annual rate equal .145% of the
Portfolio's average daily net assets up to $100 million; .1125% of
the Portfolio's average daily net assets from $100 million up to and
including $200 million; .07% of the Portfolio's average daily net
assets from $200 million up to and including $450 million; and .05%
of the Portfolio's average daily net assets over $450 million. There
is a minimum annual fee of $100,000.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
November 15, 1994 and shall remain in effect with respect to the
Portfolio for 3 years (the "Initial Term"). This Agreement shall
continue in effect for successive periods of 2 years after the
Initial Term, unless terminated by either party on not less than 90
days prior written notice to the other party. In the event of a
material breach of this Agreement by either party, the nonbreaching
party shall notify the breaching party in writing of such breach and
upon receipt of such notice, the breaching party shall have 45 days
to remedy the breach or the nonbreaching party may immediately
terminate this Agreement.
FMC SELECT FUND
SCHEDULE DATED MAY 8, 1995
TO THE ADMINISTRATION AGREEMENT
DATED NOVEMBER 14, 1991
AS AMENDED AND RESTATED MAY 17, 1994
BETWEEN
THE ADVISORS' INNER CIRCLE FUND
AND
SEI FINANCIAL MANAGEMENT CORPORATION
Fees: Pursuant to Article 6, Section A, the Trust shall pay the
Administrator compensation for services rendered to the FMC Select
Fund (the "Portfolio") at an annual rate equal .20% of the
Portfolio's average daily net assets. There is a minimum annual
administration fee of $75,000.
Term: Pursuant to Article 9, the term of this Agreement shall commence on
May 8, 1995 and shall remain in effect with respect to the Portfolio
for 5 years (the "Initial Term"). This Agreement shall continue in
effect for successive periods of 2 years after the Initial Term,
unless terminated by either party on not less than 90 days prior
written notice to the other party. In the event of a material breach
of this Agreement by either party, the nonbreaching party shall
notify the breaching party in writing of such breach and upon receipt
of such notice, the breaching party shall have 45 days to remedy the
breach or the nonbreaching party may immediately terminate this
Agreement.
