AMENDMENT NO. 1
TO
ADMINISTRATIVE SERVICES AGREEMENT
XXXXXX NEW GENERATION FUND
(A SERIES OF XXXXXX INVESTMENT PORTFOLIO TRUST)
This AMENDMENT NO. 1 TO ADMINISTRATIVE SERVICES AGREEMENT (the
"Amendment") is made effective as of the 1st day of October, 1999, between
XXXXXX LLC, a Nevada limited liability company, and XXXXXX INVESTMENT PORTFOLIO
TRUST, a Delaware business trust (the "Trust"), with respect to the XXXXXX NEW
GENERATION FUND (the "Fund"), a series of the Trust.
RECITALS
X. Xxxxxx Associates, Inc., and the Trust entered into that certain
Administrative Services Agreement dated March 6, 1996 (the "Agreement"), setting
forth the terms and conditions under which the Trust has appointed Xxxxxx
Associates, Inc., to provide certain administrative services to the Fund.
B. Effective September 30, 1999, Xxxxxx Associates, Inc., assigned and
transferred all its rights, interests, duties and obligations, including its
rights, interests, duties and obligations under the Agreement, to its
subsidiary, Xxxxxx LLC, in an assignment and transfer approved by the Trustees
of the Trust.
X. Xxxxxx LLC and the Trust desire to set forth in this Amendment their
mutual agreement that Xxxxxx LLC will continue to provide the services required
by the Agreement, but without compensation or payment therefor.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties agree as follows:
1. ELIMINATION OF COMPENSATION. Section 2 of the Agreement is hereby
amended in its entirety to read as follows:
"2. For its services under this Agreement, Xxxxxx LLC shall not be
compensated or paid a fee."
2. NO OTHER CHANGES. No changes to the Agreement are intended by the
parties other than the changes reflected in Section 1 of this Amendment, and all
other provisions of the Agreement are hereby confirmed.
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3. LIMITATION ON PERSONAL LIABILITY. NOTICE IS HEREBY GIVEN that the
Trust is a business trust organized under the Delaware Business Trust Act
pursuant to a Certificate of Trust filed in the office of the Secretary of State
of the State of Delaware. All parties to this Amendment acknowledge and agree
that the Trust is a series trust and all debts, liabilities, obligations and
expenses incurred, contracted for or otherwise existing with respect to a
particular series shall be enforceable against the assets held with respect to
such series only, and not against the assets of the Trust generally or against
the assets held with respect to any other series and further that no Trustee,
officer or holder of shares of beneficial interest of the Trust shall be
personally liable for any of the foregoing.
4. GOVERNING LAW. This Amendment shall be construed in accordance with
the laws of the State of Colorado (without giving effect to the conflicts of
laws principles thereof) and the Investment Company Act of 1940, as amended. To
the extent that the applicable laws of the State of Colorado conflict with the
applicable provisions of the Investment Company Act of 1940, as amended, the
latter shall control.
IN WITNESS WHEREOF, the parties have caused their duly authorized
officers to execute this Amendment as of the date and year first above written.
XXXXXX LLC
By: /s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx
President
XXXXXX INVESTMENT PORTFOLIO TRUST,
with respect to the series known as the
XXXXXX NEW GENERATION FUND
By: /s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx
President
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