(h)(7)
AMENDMENT TO ADMINISTRATION AGREEMENT
This AMENDMENT TO ADMINISTRATION AGREEMENT (the "Amendment") is dated as of
December 9, 2004 by and between Xxxxxxx, Xxxxxxx Funds, Inc. ("HLF") and
INVESTORS BANK & TRUST COMPANY, a Massachusetts trust company ("IBT").
WHEREAS, HLF and IBT have entered into an Administration Agreement
dated June 1, 1999, as amended from time to time (the "Administration
Agreement");
WHEREAS, HLF and IBT desire to amend the Administration Agreement
subject to the terms and conditions set forth herein;
WHEREAS, HLF and IBT have mutually agreed to certain modifications to
the Administration Agreement;
NOW, THEREFORE, HLF and IBT hereby agree to amend the Administration
Agreement as follows:
1. AMENDMENTS.
(a) Paragraph (a) of Section 3 of the Administration Agreement is
hereby amended by deleting such paragraph (a) in its entirety and inserting in
lieu thereof the following:
"(a) Subject to the supervision and direction of the Board of
Directors of the Fund, the Bank, as Administrator, will assist in
conducting various aspects of the Fund's administrative operations and
undertakes to perform the services described in Appendix B hereto. The
Bank may, from time to time, perform additional and/or modified duties
and functions which shall be set forth in an amendment to such
Appendix B executed by both parties."
(b) Paragraph (a) of Section 5 of the Administration Agreement is
hereby amended by deleting such paragraph (a) in its entirety and by inserting
in lieu thereof, the following:
"Fees and Expenses of the Bank. For the services rendered by the Bank
hereunder, the Fund will pay to the Bank such fees at such rate as
shall be agreed upon in writing by the parties from time to time. The
Fund will also pay or reimburse the Bank from time to time for all
necessary proper disbursements, expenses and charges made or incurred
by the Bank in the performance of this Agreement (including any duties
listed on any Schedule hereto, if any) including any indemnities for
any loss, liabilities or expense to the Bank as provided herein. The
Bank will also be entitled to reimbursement by the Fund for all
reasonable expenses incurred in conjunction with termination of this
Agreement and any conversion or transfer work done in connection
therewith.
(c) Appendix A to the Agreement -- "Portfolios" -- is hereby amended
by deleting such Appendix A in its entirety and replacing it with Appendix A
attached hereto as Exhibit A.
(d) Appendix C to the Agreement is deleted in its entirety and
reserved.
(e) Section 11(a) of the Administration Agreement is hereby amended by
deleted the lead-in paragraph of such Section 11(a) in its entirety and
replaced with the following new language:
"(a) The term of this Agreement shall continue through May 31, 2008
(the "Initial Term"), unless earlier terminated as provided herein.
After the expiration of the Initial Term, the term of this Agreement
shall automatically renew for successive one-year terms (each a
"Renewal Term") unless written notice of non-renewal is delivered by
the non-renewing party to the other party no later than one-hundred
twenty days prior to the expiration of the Initial Term or any Renewal
term, as the case may be."
2. MISCELLANEOUS.
(a) Except as amended hereby, the Administration Agreement shall
remain in full force and effect.
(b) This Amendment may be executed in two or more counterparts, each
of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
IN WITNESS WHEREOF, each of the parties hereto has caused this
Amendment to be duly executed as an instrument under seal by its officer
thereunto duly authorized as of the date first above written.
XXXXXXX, LOEVNER FUNDS, INC.
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: President
Date:
INVESTORS BANK & TRUST COMPANY
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: Managing Director
Date: 12/10/04
Exhibit A
XXXXXXX, XXXXXXX FUNDS, INC.
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