Exhibit 23(h)(2)(d)
AMENDMENT TO
ADMINISTRATION AGREEMENT
THIS AMENDMENT, made as of March 1, 2006, between The Empire Builder
Tax-Free Bond Fund (the "Trust"), a Massachusetts business trust having its
principal place of business at 0000 Xxxxxxx Xxxx, Xxxxxxxx, Xxxx 00000, and
BISYS Fund Services Ohio, Inc. ("BISYS"), an Ohio corporation having its
principal place of business at 0000 Xxxxxxx Xxxx, Xxxxxxxx, Xxxx 00000 to that
certain Administration Agreement dated October 1, 1996, (as amended, the
"Agreement").
WHEREAS, the Trust and BISYS entered into the Agreement, pursuant to which
BISYS performs certain management and administration services for the Trust with
respect to the underlying portfolios of the Trust (the "Funds"); and
WHEREAS, the Trust desires that BISYS provide services with respect to
Form N-Q, and BISYS is willing to provide the services set forth in this
Amendment in consideration of the fee described below, on the terms set forth
herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants
hereinafter contained, the Trust and BISYS hereby agree as follows:
1. Amendments
(a) Schedule B of the Agreement is amended by the addition of the
following service to be provided by BISYS under Administration:
(r.) File holdings reports on Form N-Q as required at the end of the
first and third fiscal quarters of each year.
(b) Schedule A of the Agreement is amended by the addition of the
following fee to be paid to BISYS under Fees:
Fee for Form N-Q services:
$3,000 per Fund per filing
The compensation set forth under this Amendment is payable in addition to
the compensation otherwise payable under the Agreement. Compensation payable to
BISYS with respect to the Form N-Q service shall not be applied or counted
toward any of the minimum fee requirements for other services provided by BISYS.
2. Effective Date
The date effective date of this Amendment is November 30, 2004 (the
"Effective Date").
3. Miscellaneous
(a) The provisions set forth in this Amendment supersede all prior
negotiations, understandings and agreements bearing upon the subject matter
covered in this Amendment, including any conflicting provisions of the Agreement
or any provisions of the Agreement that directly cover or indirectly bear upon
matters covered under this Amendment.
(b) Section headings in this Amendment are included for convenience only
and are not to be used to construe or interpret this Amendment.
(c) This Amendment may be executed in counterparts, each of which shall be
an original but all of which, taken together, shall constitute one and the same
agreement.
(d) Capitalized terms used but not defined in this Amendment have the
respective meanings ascribed to them in the Agreement.
(e) Except as expressly set forth in this Amendment, the Agreement remains
unchanged and in full force and effect.
* * * * *
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed all as of the day and year first above written.
THE EMPIRE BUILDER TAX-FREE
BOND FUND
By: /s/ Xxxxxxx X. Xxxxx
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Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President
BISYS FUND SERVICES OHIO, INC.
By: /s/ Xxxx Xxxxxxx
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Name: Xxxx Xxxxxxx
Title: President
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