SECOND AMENDMENT OF SECURITIES LENDING AGENCY AGREEMENT
SECOND AMENDMENT OF SECURITIES LENDING AGENCY AGREEMENT
This Second Amendment of the Securities Lending Agency Agreement (“Amendment”) is entered into
as of the 20 day of May 2009, by and between American Beacon Funds (the “Trust”) on behalf of its
individual series thereof, and Xxxxx Brothers Xxxxxxxx & Co. (“BBH”).
WHEREAS, the Trust and BBH entered into a Securities Lending Agency Agreement dated as of March 15,
2008, as amended to date (the “SLAA”);
NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree
to amend the SLAA as follows:
1. | Schedule 2, Approved U.S. Borrowers is hereby amended and restated as set forth herein. | ||
2. | Schedule 3, Fees, is hereby amended and restated as set forth herein. | ||
3. | Schedule 3a, is hereby deleted. | ||
4. | All other terms and conditions not amended hereby shall remain in full force and effect. |
This Amendment may be executed in one or more counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and the same instrument.
XXXXX BROTHERS XXXXXXXX & CO.
By:
|
/s/Xxxx X. Xxxxxx, Xx. | |||
Name:
|
Xxxx X. Xxxxxx, Xx. | |||
Title: |
||||
Date:
|
As of May 20, 2009 | |||
American Beacon Funds | ||||
By:
|
/s/ Xxxxxxx X. Xxxxx | |||
Name:
|
Xxxxxxx X. Xxxxx | |||
Title:
|
Chairman | |||
Date:
|
As of May 20, 2009 |
SCHEDULE 2
Approved U.S. Borrowers
Barclays Capital Inc.
Citigroup Global Markets Inc.
Credit Suisse Securities (USA) LLC
Deutsche Bank Securities Inc.
Xxxxxxx, Xxxxx & Co.
ING Financial Markets LLC
[XX Xxxxxx Clearing Corp.]
Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated
Xxxxxx Xxxxxxx & Co. Incorporated
MS Securities Services Inc.
SG Americas Securities, LLC
UBS Securities LLC
Citigroup Global Markets Inc.
Credit Suisse Securities (USA) LLC
Deutsche Bank Securities Inc.
Xxxxxxx, Xxxxx & Co.
ING Financial Markets LLC
[XX Xxxxxx Clearing Corp.]
Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated
Xxxxxx Xxxxxxx & Co. Incorporated
MS Securities Services Inc.
SG Americas Securities, LLC
UBS Securities LLC
The maximum allowable market value of securities on loan per borrower is 10% of the Fund’s
total assets. For avoidance of doubt, total assets includes the market value of collateral held by
the Fund.
2
SCHEDULE 3
FEES
Effective as of March 15, 2008, for each cash collateralized loan effected hereunder, 15% of the
difference between (i) the income earned on the investment of Cash Collateral held with respect to
such loan (after deduction of any custody, investment, management or related fees) and (ii) the
Cash Collateral Fee (as defined in the applicable SLA) paid to the borrower in respect of such
loan.
Effective as of March 15, 2008, for each non-cash collateralized loan effected hereunder, 15% of
the Loan Fee (as defined in the applicable SLA) paid by the borrower with respect to such loan.
3