NORTHERN FUNDS
FORM OF
ADDENDUM NO. 1 TO THE INVESTMENT ADVISORY AGREEMENT
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This Addendum, dated as of the ____ day of ________, 2001, is
entered into between NORTHERN FUNDS (the "Trust"), a Delaware business trust,
and NORTHERN TRUST INVESTMENTS, INC. (the "Investment Adviser"), an Illinois
state bank.
WHEREAS, the Trust and the Investment Adviser have entered into an
Investment Advisory and Ancillary Services Agreement dated as of August 2, 2000
(the "Advisory Agreement") pursuant to which the Trust has appointed the
Investment Adviser to act as investment adviser to the Trust for the Large Cap
Value Fund; and
WHEREAS, Section 1(b) of the Advisory Agreement provides that in
the event the Trust establishes one or more additional investment portfolios
with respect to which it desires to retain the Investment Adviser to act as
investment adviser under the Advisory Agreement, the Trust shall so notify the
Investment Adviser in writing and if the Investment Adviser is willing to render
such services it shall notify the Trust in writing, and the compensation to be
paid to the Investment Adviser shall be that which is agreed to in writing by
the Trust and the Investment Adviser; and
WHEREAS, pursuant to Section 1(b) of the Advisory Agreement, the
Trust has notified the Investment Adviser that it is establishing the Value Fund
(the "Fund"), and that it desires to retain the Investment Adviser to act as the
investment adviser for the Fund and the Investment Adviser has notified the
Trust that it is willing to serve as investment adviser for the Fund;
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. APPOINTMENT. The Trust hereby appoints the Investment
Adviser to act as investment adviser to the Trust for the Fund in accordance
with the terms set forth in the Advisory Agreement. The Investment Adviser
hereby accepts such appointment and agrees to render the services set forth in
the Advisory Agreement for the compensation herein provided.
2. COMPENSATION. For the services provided and the expenses
assumed pursuant to the Advisory Agreement regarding the Fund, the Trust will
pay the Investment Adviser, and the Investment Adviser will accept as full
compensation therefor from the Trust, a fee at the annual rate of ____% of the
Fund's average net assets.
3. CAPITALIZED TERMS. From and after the date hereof, the term
"Current Funds" as used in the Advisory Agreement shall be deemed to include the
Fund. Capitalized terms used herein and not otherwise defined shall have the
meanings ascribed to them in the Advisory Agreement.
4. MISCELLANEOUS. The initial term of the Advisory Agreement
with respect to the Fund shall continue, unless sooner terminated in accordance
with the Advisory Agreement, until March 31, 2002. Except to the extent
supplemented hereby, the Advisory Agreement shall remain unchanged and in full
force and effect, and is hereby ratified and confirmed in all respects as
supplemented hereby.
All signatures need not appear on the same copy of this Addendum.
IN WITNESS WHEREOF, the undersigned have executed this Addendum as
of the date and year first above written.
NORTHERN FUNDS
Attest: By:
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Title:
NORTHERN TRUST INVESTMENTS, INC.
Attest: By:
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Title:
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