ANTI-MONEY LAUNDERING AMENDMENT
This ANTI-MONEY LAUNDERING AMENDMENT (this "Amendment") amends as of the [
] day of [ 2006] (the "Effective Date"), the Transfer Agency Service Agreement,
dated as of [ , 2006], between Aquila Three Peaks High Income Fund (the "Fund")
and PFPC Inc. ("PFPC") (the "Agreement").
For valuable consideration the receipt and sufficiency of which the parties
hereto hereby acknowledge, the Fund and PFPC hereby agree that, as of the
Effective Date, the Agreement shall (without any further action by either of the
parties hereto) be amended as follows:
1. Anti-Money Laundering. As of the Effective Date, the Agreement is amended by
adding the following new provision:
"Anti-Money Laundering. PFPC has implemented various anti-money laundering
("AML") procedures as described below, which it has found to be reasonable,
and the Fund desires to delegate certain AML procedures to PFPC, as
permitted by the USA PATRIOT Act (the "PATRIOT Act") and the regulations
promulgated hereunder. Consequently, the Fund and PFPC desire to amend the
Agreement to reflect such services explicitly as follows:
To the extent the other provisions of this Agreement require PFPC to
establish, maintain and monitor accounts of investors in the Fund
consistent with securities laws, PFPC shall perform all reasonable actions
necessary to help the Fund be in compliance with United States Federal AML
laws applicable to investor activity, including the Bank Secrecy Act and
the PATRIOT Act as follows: In this regard, PFPC shall: (a) establish and
implement written internal policies, procedures and internal controls
reasonably designed to prevent the Fund from being used to launder money or
finance terrorist activities and to achieve compliance with the applicable
provisions of the Bank Secrecy Act and the implementing regulations
thereunder; (b) undertake to revise such AML procedures as necessary or
appropriate; (c) provide for independent testing, by an employee who is not
responsible for the operation of PFPC's AML program or by an outside party,
for compliance with PFPC's established policies and procedures; (d)
designate a person or persons responsible for implementing and monitoring
the operation and internal controls of PFPC's AML program; and (e) provide
ongoing training of PFPC personnel relating to the prevention of
money-laundering activities. Upon the reasonable request of the Fund, PFPC
shall provide to the Fund's AML Compliance Officer: (x) a copy of PFPC's
written AML policies and procedures (it being understood such information
is to be considered confidential and treated as such and afforded all
protections provided to confidential information under this Agreement): (y)
a copy of a written assessment or report prepared by the party performing
the independent testing for compliance (or a summary thereof, at PFPC's
option), or a certification that the findings of the independent party are
satisfactory; and (z) a summary of the AML training provided for
appropriate personnel. In addition, PFPC shall provide the Fund with
information necessary for the Fund to prepare and file Form 8300 and any
other suspicious activity reports, required under AML laws, in connection
with suspicious activity PFPC detects. PFPC agrees to permit inspections
relating to its AML program by U.S. Federal departments or regulatory
agencies with appropriate jurisdiction and to make available to examiners
from such departments or regulatory agencies such information and records
relating to its AML program as such examiners shall reasonably request."
2. General. This Amendment contains the entire understanding between the parties
with respect to the services contemplated hereby. Except as expressly set forth
herein, the Agreement shall remain unaffected hereby.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers, as of the day and year first
above written.
AQUILA THREE PEAKS HIGH INCOME FUND
By: _____________________________________
Name:
Title:
PFPC INC.
By: ______________________________________
Name:
Title:
