Exhibit (6)(d)
AMENDMENT
TO
DISTRIBUTION AGREEMENT
Amendment dated as of May 1, 1992 to a certain DISTRIBUTION AGREEMENT dated
as of May 1, 1990, by and between MetLife - State Street Investment Services,
Inc., a corporation organized under the laws of the Commonwealth of
Massachusetts having its place of business in Boston, Massachusetts (the
"Distributor"), and State Street Master Investment Trust, a Massachusetts
business trust having its principal place of business in Boston, Massachusetts
(the "Master Trust").
Distributor and Master Trust hereby agree to amend the Distribution
Agreement by revising the first sentence of Section l(a) thereof to delete the
word "exclusive" and to read in its entirety as follows:
"The Master Trust hereby appoints the Distributor as its agent to
sell and distribute shares of the Fund in existence as of the date hereof
(the "Initial Fund") and the Distributor hereby accepts such appointment
and agrees during the term of this Agreement to provide the services and
to assume the obligations herein set forth."
Distributor and Master Trust hereby agree that the Distribution Agreement
shall be interpreted and applied to allow for multiple agents to sell and
distribute shares of the Fund and that Distributor shall not have any claim to
an exclusive agency arrangement with the Master Trust.
The term "State Street Master Investment Trust" means and refers to the
Trustees from time to time serving under the Master Trust Agreement of the
Master Trust dated February 7, 1989 as the same may subsequently have been, or
subsequently may be, amended. It is expressly agreed that the obligations of the
Master Trust hereunder shall not be binding upon any of the Trustees,
shareholders, nominees, officers, agents or employees of the Master Trust as
individuals or personally, but shall bind only the trust property of the Master
Trust, as provided in the Master Trust Agreement of the Master Trust. The
execution and delivery of this Amendment have been authorized by the Trustees of
the Master Trust and signed by an officer of the Master Trust, acting as such,
and neither such authorization nor such execution and delivery shall be deemed
to have been made individually or to impose any personal liability, but shall
bind only the trust property of the Master Trust as provided in its Master Trust
Agreement. The Master Trust Agreement of the Master Trust further provides, and
it is expressly agreed, that each Fund of the Master Trust shall be solely and
exclusively responsible for the payment of its debts, liabilities and
obligations and that no other Fund shall be responsible for liable for the same.
IN WITNESS WHEREOF, this Amendment has been executed for the Distributor
and the Master Trust by their duly authorized officers.
METLIFE - STATE STREET INVESTMENT
SERVICES, INC.
By: /s/ Darman A. Wing
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STATE STREET MASTER INVESTMENT
TRUST
By: /s/ Xxxxxxx X. Xxxx
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