Exhibit 9(b)(3)
AMENDMENT TO
FUND ACCOUNTING AGREEMENT
This Amendment is made as of January 1, 1998, between Xxxxxx Investment
Trust (the "Trust"), formerly known as Xxxxxx Xxxxxxxx Investment Trust, and
BISYS Fund Services, Inc. ("Fund Accountant"). The parties hereby amend the
Fund Accounting Agreement (the "Agreement") between the Trust and Fund
Accountant, dated as of November 14, 1996, as set forth below.
WHEREAS, the parties hereto wish to modify Section 6 of the Agreement,
entitled "Term," by extending the initial term set forth therein; and
WHEREAS, the parties wish to modify the fee schedule set forth in Schedule
A to the Agreement.
NOW THEREFORE, in consideration of the foregoing and the mutual premises
and covenants herein set forth, the parties agree as follows:
1. Capitalized terms not otherwise defined herein shall have the same
meaning as in the Agreement.
2. Section 6 of the Agreement shall be amended by replacing the first two
sentences of such section with the following:
The initial term of this Agreement (the "Initial Term") shall be
for a period commencing on the date this Agreement is executed by
both parties and ending on December 31, 1999. This Agreement
shall be renewed automatically for successive two-year terms
unless written notice not to renew is given by the non-renewing
party to the other party at least 60 days prior to the expiration
of the then-current term; provided, however, that after such
termination for so long as Fund Accountant, with the written
consent of the Trust, in fact continues to perform any one or
more of the services contemplated by this Agreement or any
schedule or exhibit hereto, the provisions of this Agreement,
including without limitation the provisions dealing with
indemnification, shall continue in full force and effect.
3. Schedule A to the Agreement shall be amended by replacing the fee
schedule contained therein with the following:
Effective as of January 1, 1998, Fund Accountant shall be
entitled to receive a fee from each Fund in accordance with the
following schedule:
$30,000 annually plus out-of-pocket expenses, as described in
Section 4, plus an additional annual fee of $10,000 per Fund for
each additional class that may be created subsequent to January
1, 1998.
The annual fee amount set forth above shall be prorated for
periods of less than one year.
4. This Amendment may be executed in one or more counterparts, each of
which will be deemed an original, but all of which together shall
constitute one and the same instrument.
5. Except as specifically set forth herein, all other provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first written above.
XXXXXX INVESTMENT TRUST
By: /s/ Xxxxxxx X. Xxxxxx
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Title: Chairwoman
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BISYS FUND SERVICES
LIMITED PARTNERSHIP
By: BISYS Fund Services, Inc.,
General Partner
By: /s/ Xxxxxx X. Xxxxxxxx
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Title: Senior Vice President
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