EXHIBIT (5)(c)
AMENDMENT NO. 1
TO THE INVESTMENT ADVISORY AGREEMENT
The Investment Advisory Agreement dated July 31, 1992 between the
Institutional International Portfolio, an investment portfolio of THE GLENMEDE
FUND, INC., a Maryland corporation (the "Company"), and The Glenmede Trust
Company, a Pennsylvania corporation (the "Advisor"), is hereby amended as
follows:
The first sentence of Section 10, Duration and Termination, is amended
by the addition of the phrase "ending October 31 of each year" following the
words "for periods of one year."
The execution and delivery of this Amendment have been authorized by
the Company's Board of Directors and signed by an authorized officer of the
Company, acting as such, and neither such authorization by such Directors nor
such execution and delivery by such officer shall be deemed to have been made by
any of them individually or to impose any liability on any of them personally,
but shall bind only the trust property of the Company as provided in its Article
of Amendment and Restatement filed with the Maryland Department of Assessments
and Taxation on October 12, 1988.
IN WITNESS WHEREOF, intending to be legally bound hereby, the parties
hereto have caused this amendment to be executed as of this 13th day of
September 1994.
ATTEST: THE GLENMEDE FUND, INC.
By: /s/ Xxxx Xxx X. Xxxxx By: /s/ Xxxx X. Xxxxxx, Xx.
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Title: Exec. Vice President Title: Chairman of the Board
THE GLENMEDE TRUST COMPANY
By: /s/ Xxxx X. Xxxxx By: /s/ Xx X. Xxxxxxx
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Title: Corporate Secretary Title: Executive Vice President
The Glenmede Trust Company
One Liberty Place
0000 Xxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000-0000
To whom it may concern:
This letter is to confirm that the undersigned, The Glenmede Fund,
Inc., a Maryland corporation (the "Company"), and The Glenmede Trust Company, a
Pennsylvania trust company (the "Advisor"), acknowledge and agree that the
Investment Advisory Agreement (the "Agreement") between the Institutional
International Portfolio, an investment portfolio of the Company and the Advisor
dated July 31, 1992, is hereby amended to provide for a termination date of
October 31 of each year.
The Advisor, as sole shareholder of the Institutional International
Portfolio, approves this Amendment to the Agreement.
If the foregoing is in accordance with your understanding, kindly
indicate your acceptance of this Amendment by signing and returning the enclosed
copy of this letter.
Very truly yours,
THE GLENMEDE FUND, INC.
By: /s/ Xxxx X. Xxxxxx, Xx.
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Xxxx X. Xxxxxx, Xx.
President
Dated as of September 13, 1994
Accepted and Agreed to:
THE GLENMEDE TRUST COMPANY
By: /s/ Xx X. Xxxxxxx
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Authorized Signature
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