Exhibit 24(b)(8)(b)
AMENDMENT TO CUSTODY ADMINISTRATION AND AGENCY AGREEMENT
This Agreement, dated as of the 13th day of December,1994 made by and
between Xxxxxxxx International Funds, a Delaware Business Trust (the "Trust")
operating as an open-end management investment company registered under the
Investment Company Act of 1940, as amended, duly organized and existing under
the laws of the State of Delaware and Fund/Plan Services, Inc. ("Fund/Plan"), a
corporation duly organized and existing under the laws of the State of Delaware
(collectively, the "Parties").
WITNESSETH THAT:
WHEREAS, the Trust and Fund/Plan have entered into an agreement dated
August 12, 1994 wherein Fund/Plan agreed to provide certain custody
administration services; and
WHEREAS, the Parties wish to amend the Custody Administration and Agency
Agreement to include under its terms one additional separate series of shares
identified as: Xxxxxxxx Korea Fund;
NOW THEREFORE, in consideration of the premises and mutual covenants
contained herein, the Parties hereto, intending to be legally bound, do hereby
agree:
1. To amend Schedule "A" to the Custody Administration and Agency Agreement
in the form attached hereto as Schedule "A"; and
2. To amend Schedule "B" to the Custody Administration and Agency Agreement
in the form attached hereto as Schedule "B".
This Agreement shall take effect upon the date which the amendment to the
registration statement of the Trust registering Xxxxxxxx Korea Fund becomes
effective.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement
consisting of one typewritten page, together with Schedules "A" and "B", to be
signed by their duly authorized officers and their corporate seals hereunto duly
affixed and attested, as of the day and year first above written.
Xxxxxxxx International Funds Fund/Plan Services, Inc.
/s/ G. Xxxx Xxxxxxxx /s/ Xxxxxxx X. Xxxxx
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By: G. Xxxx Xxxxxxxx, President By: Xxxxxxx X. Xxxxx, President
/s/ Xxxx Xxxxxxx /s/ Xxxxx X. Xxxxx
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Attest: Xxxx Xxxxxxx, Vice President & Secretary Attest: Xxxxx X. Xxxxx, Secretary
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Custody Administration and Agency Agreement between Xxxxxxxx International
Funds and Fund/Plan Services, Inc.
November 26, 1996 Page 1
SCHEDULE "A"
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AS AMENDED ON NOVEMBER 28, 1994
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CUSTODY AGENCY AND ADMINISTRATION FEE SCHEDULE
FOR
XXXXXXXX INTERNATIONAL FUNDS
I. Annual Custody Fee Schedule Per Portfolio: Subject to a minimum annual fee
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of $5,000 for each Series, Custody Agency and Administration Fees shall be
calculated as follows: (1/12th payable monthly)
A) Domestic Securities and ADRs
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.00065 On the First $ 10 Million of Average Net Assets
.00035 On the Next $ 20 Million of Average Net Assets
.00025 On the Next $ 20 Million of Average Net Assets
.000175 On the Next $ 50 Million of Average Net Assets
.00015 On the Next $150 Million of Average Net Assets
.000125 On Average Net Assets in Excess of $250 Million
B) Custody Domestic Securities Transactions Charge
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Book Entry DTC, Federal Book Entry $14.00
NOW Accounts $ 5.00
Physical/Options/GNMA/RICs $24.00
Mortgage Backed Securities - Principal Pay Down Per Pool $11.00
C) When Issued, Securities Lending, Index Futures:
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Should any of these investment vehicles require a separate
segregated custody account, a fee of $250 per account per month will
apply.
D) 1) Global Equity Securities
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.0020 On the First $50 Million of Average Net Assets
.00175 On Average Net Assets in Excess of $50 Million
2) Global Fixed Income
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.0015 On the First $50 Million of Average Net Assets
.00125 On Average Net Assets in Excess of $50 Million
3) Hong Kong
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.0029 On the First $50 Million of Average Net Assets
.0027 On Average Net Assets in Excess of $50 Million
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Custody Administration and Agency Agreement between Xxxxxxxx International
Funds and Fund/Plan Services, Inc.
November 25, 1996 Schedule "A"; Page 1
4) Emerging Markets*
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.0040 On the Average Net Assets
* Countries which quality as emerging markets are: Argentina,
Brazil, Chile, Greece, India, Indonesia, Jordan, Korea,
Malaysia, Mexico, Philippines, Portugal, Singapore, Spain,
Taiwan, Thailand, Turkey, Uruguay and Venezuela.
5) Euro CD's and TD's
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.0004 of Average Net Assets
E) Foreign Security Transaction Fees
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Fixed Income Securities $ 24.00
Equity Securities $ 30.00
Euro Time Deposits and Euro CD's $ 25.00
Hong Kong Securities $ 80.00
Emerging Market Securities $125.00
F) Minimum fee for each Series is $5,000 per year.
II. Out-of-Pocket Expenses
----------------------
The Funds will reimburse Fund/Plan Services monthly for all out-of-pocket
expenses, including telephone, postage, telecommunications, special reports,
record retention and copying and sending materials to auditors for off-site
audits.
III. Other Services Not Covered By This Agreement
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To the extent the Funds commence using investment techniques such as Security
Lending, Short Sales, Interest Rate Swaps, Futures, Leveraging, Precious Metals
or non-U.S. denominated Futures and Options on securities and currencies,
additional fees will apply.
Activities of a non-recurring nature such as fund consolidations, mergers, or
reorganizations will be subject to negotiation. To the extent the Funds should
decide to issue multiple/separate classes of shares, additional fees will apply.
Any enhanced services or reports will be quoted upon request.
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Custody Administration and Agency Agreement between Xxxxxxxx International
Funds and Fund/Plan Services, Inc.
November 25, 1996 Schedule "A" Page 2;
SCHEDULE "B"
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AS AMENDED ON NOVEMBER 28, 1994
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Identification of Series
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Below are listed the "Series" to which services under this Agreement are to be
performed as of the execution date of this Agreement:
"Xxxxxxxx International Funds"
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1. Xxxxxxxx Pacific Tiger Fund
2. Xxxxxxxx Asian Convertible Securities Fund
3. Xxxxxxxx Korea Fund
This Schedule "B" may be amended from time to time by agreement of the Parties.
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Custody Administration and Agency Agreement between Xxxxxxxx International
Funds and Fund/Plan Services, Inc.
November 25, 1996 Schedule "B"
