(h)(4)
FORM OF AMENDMENT TO ADMINISTRATION AGREEMENT
This AMENDMENT to ADMINISTRATION AGREEMENT, effective as of
________________, 2008, by and between XXXXXXX, XXXXXXX FUNDS, INC. ("HLF"), a
corporation organized under the laws of the State of Maryland (the "Fund") and
STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company ("State
Street").
WHEREAS, the Fund and Investors Bank & Trust Company ("IBT") entered
into an Administration Agreement dated as of June 1, 1999, as amended from time
to time (the "Administration Agreement"); and
WHEREAS, IBT merged with and into State Street, effective July 2,
2007, with the result that State Street now serves as Administrator under the
Administration Agreement;
WHEREAS, the Fund has requested that State Street amend the
Administration Agreement and State Street has agreed to do so as an
accommodation to the Fund notwithstanding that as amended, the Administration
Agreement is not identical to the form of administration agreement customarily
entered into by State Street as administrator, in order that the services to be
provided to the Fund and its separate Series by State Street, as successor by
merger to IBT, may be made consistently and predictably to the Fund and its
separate Series.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and agreements herein set forth, the parties hereto agree as follows:
1. Amendment of the Administration Agreement.
(a) The Administration Agreement is hereby amended to replace all
references to "Investors Bank & Trust Company" or "the Bank" with
references to "State Street Bank and Trust Company" or "State
Street," respectively.
(b) Section 12 of the Administration Agreement is hereby amended to
amend the notice address to State Street, as follows:
"To State Street:
STATE STREET BANK AND TRUST COMPANY
Xxxx Xxxxxxx Tower
200 Clarendon Street, JHT
Xxxxxx, Xxxxxxxxxxxxx 00000
Attention: _______________
Telephone: 617-937-_______
Telecopy: 617-937-_______"
(c) Appendix A to the Agreement is hereby deleted in its entirety and
replaced with the attached Appendix A hereto.
2. Miscellaneous.
(a) Except as amended hereby, the Administration Agreement shall
remain in full force and effect.
(b) This Amendment to Administration Agreement 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.
[The remainder of this page is intentionally left blank.]
IN WITNESS WHEREOF, each party hereto has caused this Amendment to
Administration Agreement to be executed by its duly authorized officer, as the
case may be, as of the date and year first above written.
XXXXXXX, LOEVNER FUNDS, INC.
By:
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Name: Xxxxx X. Xxxxxxx
Title: President
STATE STREET BANK AND TRUST COMPANY
By:
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Name: Xxxxxx X. Xxxxxx
Title: Vice Chairman
