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EXHIBIT 9(F)
AGREEMENT RELATING TO
BASIC ADMINISTRATIVE SERVICES AGREEMENT
This AGREEMENT, is made as of the 29th day of March, 1995
between Pacific Horizon Funds, Inc., a Maryland Corporation (the "Fund"), and
Concord Holding Corporation, a Delaware Corporation ("Concord").
WHEREAS, the Fund is an open-end management investment company
registered under the Investment Company Act of 1940, as amended (the "1940
Act") and has entered into a Basic Administrative Services Agreement ("Basic
Administrative Services Agreement") with Concord whereby Concord provides
certain basic administrative services to the Prime Fund, Treasury Fund,
Tax-Exempt Money Fund, California Tax-Exempt Money Market Fund, Government
Fund, Treasury Only Fund and Prime Value Fund, and
WHEREAS, the Basic Administrative Services Agreement provides
that it will automatically terminate in the event of its assignment, as that
term is defined in the Investment Company Act of 1940 (the "1940 Act"), and
WHEREAS, Concord has entered into a definitive merger
agreement with The BISYS Group, Inc. ("BISYS") pursuant to which a subsidiary
of BISYS will merge with and into Concord and Concord will become a
wholly-owned subsidiary of BISYS (the "Merger") on or about March 31, 1995 (the
actual date of the Merger to be referred to as the "Merger Date"), and
WHEREAS, the Merger will result in a change of control of
Concord that may be deemed to result in an assignment and termination of the
Basic Administrative Services Agreement as that term is defined in the 1940
Act, and
WHEREAS, the Fund wishes Concord to continue to perform basic
administrative services following the Merger on the same terms and conditions
as exist prior to the Merger Date and Concord wishes to continue to perform
such basic administrative services under those same terms.
NOW, THEREFORE, in consideration of the mutual covenants
contained herein, and for other good and valuable consideration, the
sufficiency and receipt of which are hereby acknowledged, the Parties hereto
agree as follows:
1. RENEWAL AND REINSTATEMENT OF BASIC ADMINISTRATIVE
SERVICES AGREEMENT. The Parties hereby agree that, effective upon the
termination of the Basic Administrative Services Agreement on the Merger Date,
the Basic Administrative Services Agreement shall be automatically, and without
need of further
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action, renewed and reinstated and shall continue in effect under its current
terms. The Parties further agree that the renewal and reinstatement of the
Basic Administrative Services Agreement shall be evidenced by their respective
execution of this Agreement and that no further agreement or documentation
shall be required.
2. OTHER MATTERS
a. In the event the Merger is not consummated
within 120 calendar days of the date hereof, this Agreement shall become null
and void and therefore have no effect on the Basic Administrative Services
Agreement.
b. This Agreement may be executed in one or more
counterparts, each of which may be deemed to be an original, but all of which
taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement on the date first written above.
CONCORD HOLDING
CORPORATION
By:/s/ Xxxxxxx X. Xxxxxxxxx
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Xxxxxxx Xxxxxxxxx
PACIFIC HORIZON FUNDS, INC.
By:/s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
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