EXHIBIT (9)(a)(ii)
AMENDMENT TO CUSTODIAN CONTRACT
Amendment dated October 3, 2005, to the Custodian Contract, dated August 1,
1997, as amended, by and between State Street Bank and Trust Company (the
"Custodian") and Each of the Xxx Xxxxxx Funds Listed on Appendix A (each fund or
series thereof, a "Fund") (the "Agreement").
WHEREAS, each Fund and the Custodian wish to amend certain provisions of the
Agreement to allow for delivery out of margin in connection with trading in
futures and options on futures contracts entered into by such Fund, and
WHEREAS, each Fund and the Custodian wish to modify the language of the
provision on Proper Instructions.
NOW, THEREFORE, in consideration of the promises and covenants contained herein,
the Custodian and the Fund hereby agree to amend the Agreement as follows:
I. New Section 2.2(15) is hereby added, and existing Section 2.2(15) is hereby
is amended and renumbered as 2.2(16) as set forth below. Existing Section
2.2(16) is renumbered as Section 2.2(17).
[SECTION] 2.2 DELIVERY OF SECURITIES
For delivery of initial or variation margin in connection with trading in
futures and options on futures contracts entered into the Fund on behalf of
a Portfolio;
For any other purpose, but only upon receipt of Proper Instructions from
the Fund, on behalf of the applicable Portfolio, specifying the securities
of the Portfolio to be delivered and naming the person or persons to whom
delivery of such securities shall be made; and,
II. New Section 2.7(7) is hereby added, and existing Section 2.7(7) is amended
and renumbered as set forth below. Existing Section 2.7(8) is hereby
renumbered 2.7(9).
[SECTION] 2.7 PAYMENT OF FUND MONEYS
(7) For the payment of initial or variation margin in connection with trading
in futures and options on futures contracts entered into by the Fund on
behalf of a Portfolio;
(8) For any other purpose, but only upon receipt of Proper Instructions from
the Fund, on behalf of the applicable Portfolio, specifying the amount of
such payment and naming the person or persons to whom such payment is to be
made; and
III. Section 5 is amended and replaced as set forth below.
[SECTION] 5. PROPER INSTRUCTIONS
"Proper Instructions", which may also be standing instructions, as used
throughout this Contract shall mean instructions received by the Custodian from
the Fund, the Fund's investment manager or subadvisor, as duly authorized by the
Fund. Such instructions may be in writing signed by the authorized person or
persons or may be in a tested communication or in a communication utilizing
access codes effected between electro-mechanical or electronic devices or may
be by such other means and utilizing such intermediary systems and utilities as
may be agreed to from time to time by the Custodian and the person or entity
giving such instructions, provided that the Fund has followed any security
procedures agreed to from time to time by the Fund and the Custodian, including,
but not limited to, the security procedures selected by the Fund in the Funds
Transfer Addendum to this Contract. Oral instructions will be considered Proper
Instructions if the Custodian reasonably believes them to have been given by a
person authorized to give such instructions with respect to the transaction
involved. The Fund shall cause all oral instructions to be confirmed in writing.
For purposes of this Section, Proper Instructions shall include instructions
received by the Custodian pursuant to any multi-party agreement, which requires
a segregated asset account in accordance with Section 2.9 of this Contract. The
Fund or the Fund's investment manager shall cause its duly authorized officer to
certify to the Custodian in writing the names and specimen signatures of persons
authorized to give Proper Instructions. The Custodian shall be entitled to rely
upon the identity and authority of such persons until it receives notice from
the Fund to the contrary.
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed in its name and on its behalf by its duly authorized representative as
of the date written above.
EACH OF THE XXX XXXXXX FUNDS ON APPENDIX A
By: /s/ XXXXXXXXX XXXXXX
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Name: XXXXXXXXX XXXXXX
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Title: ASSISTANT SECRETARY
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STATE STREET BANK AND TRUST COMPANY
By: /s/ XXXXXX X. XXXXXX
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Xxxxxx X. Xxxxxx
Executive Vice President
