AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
Agreement made as of January 2, 2001, by and between Nvest Services
Company, Inc. ("NSC"), Nvest Funds Trust I, Nvest Funds Trust II, Nvest Funds
Trust III, Nvest Cash Management Trust - Money Market Series and Nvest Tax
Exempt Money Market Trust (collectively, the "Nvest Trusts"), and Nvest
Companies Trust I, on behalf of the Nvest AEW Real Estate Fund (the "Trust").
WHEREAS, NSC and the Nvest Trusts are parties to an Administrative
Services Agreement dated October 30, 2000, as amended December 1, 2000 (the
"Agreement"), governing the terms and conditions under which NSC provides
certain administrative services to the respective series of the Nvest Trusts;
WHEREAS, the Trust is registered as an open-end management investment
company under the Investment Company Act of 1940, as amended;
WHEREAS, NSC and the Trust entered into an Administrative Services
Agreement dated September 1, 2000, governing the terms and conditions under
which NSC provides certain administrative services to the Nvest AEW Real Estate
Fund series of the Trust, which has been terminated in accordance with its
relevant terms and conditions;
WHEREAS, the Trust desires to retain NSC to provide certain
administrative services to the Trust in the manner and on the terms set forth in
the Agreement, and NSC wishes to perform such services; and
WHEREAS, NSC and the Nvest Trusts desire to amend the Agreement to
include Nvest Companies Trust I as a party to the Agreement on behalf of the
Fund;
NOW THEREFORE, in consideration of the premises and covenants contained
herein, NSC, the Nvest Trusts and the Trust hereby agree as follows:
1. Pursuant to the relevant provisions set forth in the Agreement, Nvest
Companies Trust I is hereby added as a party to and shall be governed by the
terms and conditions of the Agreement.
2. With respect to the terms and conditions of the Agreement, including, but not
limited to, the terms of the section entitled Compensation and Expenses, the
term the "Trusts", as used in the Agreement, shall include the Nvest Trusts and
the Trust, on behalf of the Fund.
3. NSC shall perform all administrative and clerical services for the Trust as
described in Schedule B of the Agreement.
4. Except as specifically superseded or modified herein, the terms and
provisions of the Agreement shall continue to apply with full force and effect.
5. Any notice or other instrument or materials authorized or required by the
Agreement to be given in writing to the Trust shall be sufficiently given to it
at the address set forth below or at such other place as it may time to time
designate in writing:
Nvest Companies Trust I
000 Xxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: President
With a copy to: Secretary
6. This Amendment may be executed in one or more counterparts, each of which
shall be deemed an original but all of which together will constitute one and
the same instrument.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed as a sealed instrument in its name and behalf by its duly authorized
representative this 29th day of December, 2000.
NVEST SERVICES COMPANY, INC.
By: /s/ Xxxxxxxxxxx X. Xxxxxx
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Xxxxxxxxxxx X. Xxxxxx, President
NVEST FUNDS TRUST I
By: /s/ Xxxx X. Xxxxxx
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Xxxx X. Xxxxxx, President
NVEST FUNDS TRUST II
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Xxxx X. Xxxxxx, President
NVEST FUNDS TRUST III
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Xxxx X. Xxxxxx, President
NVEST CASH MANAGEMENT TRUST - MONEY MARKET SERIES
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Xxxx X. Xxxxxx, President
NVEST TAX EXEMPT MONEY MARKET TRUST
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Xxxx X. Xxxxxx, President
NVEST COMPANIES TRUST I
By: /s/ Xxxx X. Xxxxxx
--------------------------------
Xxxx X. Xxxxxx, President
