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Exhibit (d) (vi) under Form N-1A
Exhibit (10) under Item 601/Reg. S-K
Amendment to
Sub-Advisory Agreement
between
Federated Investment Management Company
and
Federated Global Investment Management Corp.
This Amendment to the Sub-Advisory Agreement ("Agreement") dated November
20, 1997, between Federated Investment Management Company and Federated Global
Investment Management Corp. ("Service Providers") with respect to advisory
services for the Federated Managed Income Portfolio, Federated Managed Growth
Portfolio, Federated Managed Moderate Growth Portfolio and Federated Managed
Conservative Growth Portfolio, portfolios of Federated Managed Allocation
Portfolios ("Fund"), is made and entered into as of the 1st day of June, 2001.
WHEREAS, the Service Providers have entered into the Agreement with respect
to the Fund;
WHEREAS, the Securities and Exchange Commission has adopted Regulation S-P
at 17 CFR Part 248 to protect the privacy of individuals who obtain a financial
product or service for personal, family or household use;
WHEREAS, Regulation S-P permits financial institutions, such as the Fund,
to disclose "nonpublic personal information" ("NPI") of its "customers" and
"consumers" (as those terms are therein defined in Regulation S-P) to affiliated
and nonaffiliated third parties of the Fund, without giving such customers and
consumers the ability to opt out of such disclosure, for the limited purposes of
processing and servicing transactions (17 CFR ss. 248.14) ("Section 248.14
NPI"); for specified law enforcement and miscellaneous purposes (17 CFR ss.
248.15) ("Section 248.15 NPI") ; and to service providers or in connection with
joint marketing arrangements (17 CFR ss. 248.13) ("Section 248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a customer and consumer
to opt out of having his or her NPI disclosed pursuant to 17 CFR ss. 248.7 and
17 CFR ss. 248.10 does not apply when the NPI is disclosed to service providers
or in connection with joint marketing arrangements, provided the Fund and third
party enter into a contractual agreement that prohibits the third party from
disclosing or using the information other than to carry out the purposes for
which the Fund disclosed the information (17 CFR ss. 248.13);
NOW, THEREFORE, the parties intending to be legally bound agree as
follows:
The Service Providers hereby acknowledge that the Fund may disclose
shareholder NPI to the Service Providers as agents of the Fund and solely in
furtherance of fulfilling the Service Providers' contractual obligations under
the Agreement in the ordinary course of business to support the Fund and its
shareholders.
The Service Providers hereby agree to be bound to use and redisclose such
NPI only for the limited purpose of fulfilling their duties and obligations
under the Agreement, for law enforcement and miscellaneous purposes as permitted
in 17 CFR xx.xx. 248.15, or in connection with joint marketing arrangements that
the Fund may establish with the Service Providers in accordance with the limited
exception set forth in 17 CFR ss. 248.13.
The Service Providers further represent and warrant that, in accordance
with 17 CFR ss. 248.30, they have implemented, and will continue to carry out
for the term of the Agreement, policies and procedures reasonably designed to: o
insure the security and confidentiality of records and NPI of Fund customers, o
protect against any anticipated threats or hazards to the security or
integrity of Fund customer records and NPI, and
o protect against unauthorized access to or use of such Fund customer
records or NPI that could result in substantial harm or inconvenience
to any Fund customer.
4. The Service Providers may redisclose Section 248.13 NPI only to: (a) the
Funds and affiliated persons of the Funds ("Fund Affiliates"); (b)
affiliated persons of the Service Providers ("Service Provider
Affiliates") (which in turn may disclose or use the information only to
the extent permitted under the original receipt); (c) a third party not
affiliated with the Service Providers of the Funds ("Nonaffiliated Third
Party") under the service and processing (ss.248.14) or miscellaneous
(ss.248.15) exceptions, but only in the ordinary course of business to
carry out the activity covered by the exception under which the Service
Providers received the information in the first instance; and (d) a
Nonaffiliated Third Party under the service provider and joint marketing
exception (ss.248.13), provided the Service Providers enter into a written
contract with the Nonaffiliated Third Party that prohibits the
Nonaffiliated Third Party from disclosing or using the information other
than to carry out the purposes for which the Fund disclosed the
information in the first instance.
5. The Service Providers may redisclose Section 248.14 NPI and Section 248.15
NPI to: (a) the Funds and Fund Affiliates; (b) Service Provider Affiliates
(which in turn may disclose the information to the same extent permitted
under the original receipt); and (c) a Nonaffiliated Third Party to whom
the Fund might lawfully have disclosed NPI directly.
6. The Service Providers are obligated to maintain beyond the termination
date of the Agreement the confidentiality of any NPI they receive from the
Fund in connection with the Agreement or any joint marketing arrangement,
and hereby agree that this Amendment shall survive such termination.
WITNESS the due execution hereof this 1st day of June, 2001.
Federated Investment Management Company
By:/s/ X. Xxxxxx Xxxxxxxxx
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Name: X. Xxxxxx Xxxxxxxxx
Title: Vice President
Federated Global Investment Management Corp.
By:/s/ X. Xxxxxxxxxxx Xxxxxxx
-------------------------------------
Name: X. Xxxxxxxxxxx Xxxxxxx
Title: President