FIRST AMENDMENT
TO CUSTODY AND INVESTMENT ACCOUNTING AGREEMENT
THIS FIRST AMENDMENT TO CUSTODY AND INVESTMENT ACCOUNTING AGREEMENT (the
"Amendment") is made and entered into as of March 1, 1998 by and among
CLEARWATER INVESTMENT TRUST ("Client"), a Massachusetts business trust, and
INVESTORS FIDUCIARY TRUST COMPANY, a Missouri trust company ("IFTC").
WITNESSETH:
WHEREAS, Client and IFTC are parties to that certain Custody and Investment
Accounting Agreement dated as of September 29, 1997 (the "Agreement"); and
WHEREAS, Client and IFTC desire to amend and supplement the Agreement upon
the following terms and conditions.
NOW THEREFORE, for and in consideration of the mutual promises contained
herein and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Client and IFTC hereby agree that the Agreement
is amended and supplemented as follows:
1. The Security Procedures Selection Form attached to the Agreement shall be
replaced in its entirety by the Security Procedures Selection Form dated
March 1, 1998 attached hereto and incorporated herein by this reference.
2. General Provisions. This Amendment is made in the State of Missouri, and
will at all times and in all respects be construed, interpreted, and
governed by the laws of the State of Missouri, without giving effect to the
conflict of laws provisions thereof. This Amendment may be executed in any
number of counterparts, each constituting an original and all considered
one and the same agreement. This Amendment is intended to modify and amend
the Agreement and the terms of this Amendment and the Agreement are to be
construed to be cumulative and not exclusive of each other. Except as
provided herein, the Agreement is hereby ratified and confirmed and remains
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
by their duly authorized officers to be effective as of the date first above
written.
INVESTORS FIDUCIARY TRUST COMPANY
By:/s/Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx, Executive Vice President
CLEARWATER INVESTMENT TRUST
By:/s/Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx, Chairman
SECURITY PROCEDURES SELECTION FORM March 1, 1998
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Please select one or more of the funds transfer security procedures indicated
below.
|_| SWIFT
SWIFT (Society for Worldwide Interbank Financial Telecommunication) is a
cooperative society owned and operated by member financial institutions
that provides telecommunication services for its membership. Participation
is limited to securities brokers and dealers, clearing and depository
institutions, recognized exchanges for securities, and investment
management institutions. SWIFT provides a number of security features
through encryption and authentication to protect against unauthorized
access, loss or wrong delivery of messages, transmission errors, loss of
confidentiality and fraudulent changes to messages. Selection of this
security procedure would be most appropriate for existing SWIFT members.
|_| REMOTE BATCH TRANSMISSION
Wire transfer instructions are delivered via Computer-to-Computer (CPU-CPU)
data communications between the Client and/or its agent and IFTC and/or its
agent. Security procedures include encryption and/or the use of a test key
by those individuals authorized as Automated Batch Verifiers or a callback
procedure to those individuals. Clients selecting this option should have
an existing facility for completing CPU-CPU transmissions. This delivery
mechanism is typically used for high-volume business such as shareholder
redemptions and dividend payments.
X TELEPHONE CONFIRMATION (CALL BACK)
This procedure requires Clients to designate individuals as authorized
initiators and authorized verifiers. IFTC will verify that the instruction
contains the signature of an authorized person and prior to execution of
the payment order, will contact someone other than the originator at the
Client's location to authenticate the instruction. Selection of this
alternative is appropriate for Clients who do not have the capability to
use other security procedures.
|_| TEST KEY
Test Key confirmation will be used to verify all non-repetitive funds
transfer instructions received via facsimile or phone. IFTC will provide
test keys if this option is chosen. IFTC will verify that the instruction
contains the signature of an authorized person and prior to execution of
the payment order, will authenticate the test key provided with the
corresponding test key at IFTC. Selection of this alternative is
appropriate for Clients who do not have the capability to use other
security procedures.
X REPETITIVE WIRES
For situations where funds are transferred periodically from an existing
authorized account to the same payee (destination bank and account number)
and only the date and currency amount are variable, a repetitive wire may
be implemented. Repetitive wires will be subject to a $10 million limit. If
the payment order exceeds the $10 million limit, the instruction will be
confirmed by telephone or test key prior to execution. Repetitive wire
instructions must be reconfirmed annually. Clients may establish Repetitive
Wires by following the agreed upon security procedures as described by
Telephone Confirmation (Call Back) or Test Key. This alternative is
recommended whenever funds are frequently transferred between the same two
accounts.
|_| STANDING INSTRUCTIONS
Funds are transferred by IFTC to a counter party on the Client's
established list of authorized counter parties. Only the date and the
dollar amount are variable. Clients may establish Standby Instructions by
following the agreed upon security procedures as described by Telephone
Confirmation (Call Back) or Test Key. This option is used for transactions
that include but are not limited to Foreign Exchange Contracts, Time
Deposits and Tri-Party Repurchase Agreements.
|_| AUTOMATED CLEARING HOUSE (ACH)
IFTC or its agent receives an automated transmission from a Client for the
initiation of payment (credit) or collection (debit) transactions through
the ACH network. The transactions contained on each transmission or tape
must be authenticated by the Client. The transmission is sent from the
Client's or its agent's system to IFTC's or its agent's system with
encryption.
The individual signing below must be authorized to sign contract on behalf
of each of the clients named in Schedule A attached. The execution of
payment orders under the selected Security Procedures is governed by IFTC's
Funds Transfer Operating Guidelines, which are incorporated by reference.
KEY CONTACT INFORMATION
Whom shall we contact to implement your selection(s)?
CLIENT OPERATIONS CONTACT ALTERNATE CONTACT
Xxx Xxxxxxxx Xxxx Xxxx
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Name Name
000 Xxxxxxxxx Xx., Xxxxx 0000 000 Xxxxxxxxx Xx., Xxxxx 0000
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Xxxxxxx
Xx. Xxxx, XX 00000-0000 Xx. Xxxx, XX 00000-0000
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City/State/Zip Code City/State/Zip Code
000-000-0000 000-000-0000
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Telephone Number Telephone Number
000-000-0000
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Facsimile Number
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SWIFT Number
