Exhibit (h)(8)
AMENDMENT No. 1 to the AGENCY AGREEMENT
This AMENDMENT NO. 1 is made as of July 24, 2002 to that certain AGENCY
AGREEMENT (together with the exhibits attached here and thereto, this
"Agreement"), dated April 19, 1996, by and between XXXXXXX NEW EUROPE FUND, INC.
( "Fund") and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company
(the "Service Company").
WHEREAS, the U.S. Congress has enacted the Uniting and Strengthening
America by Providing Appropriate Tools Required to Intercept and Obstruct
Terrorism Act of 2001, as may be amended from time to time, and all regulations
promulgated pursuant thereto (collectively, the "USA PATRIOT Act") and the Bank
Secrecy Act, as amended, and the regulations promulgated pursuant thereto
(collectively, the "BSA"), to require open-end mutual funds to develop
anti-money laundering compliance programs and procedures ("AML Program");
WHEREAS, the Fund has no employees, and account openings and dealings
with shareholders are maintained by the Service Company as they relate to the
Fund pursuant to the Agreement;
WHEREAS, the Fund has adopted an AML Program to comply with the USA
PATRIOT Act and the BSA which require agreements with certain third parties to
be amended; and
WHEREAS, the parties have agreed to amend the Agreement in accordance
with Section 24.B to comply with the Fund's AML Program and the USA PATRIOT Act
and the BSA;
NOW, THEREFORE, in consideration of the mutual promises set forth and
for other good and valuable consideration, the parties hereby agree to amend the
Agreement as follows:
1. The following is hereby inserted as a new paragraph F to Section 4:
F. Service Company agrees to comply with the provisions
of the USA PATRIOT Act and the BSA, as they relate to
the Fund. Service Company further agrees to establish
and implement an Anti-Money Laundering Program, as
defined in Section 352 of the USA PATRIOT Act. In
addition to the usual and ordinary services of
Transfer Agent and Dividend Disbursing Agent set
forth in this Agreement, Service Company shall
perform the services necessary to ensure that the
Fund is in compliance with the USA PATRIOT Act and
the BSA, including but not limited to implementing
policies and procedures, maintaining books and
records and responding to requests for information
pursuant to the USA PATRIOT Act and the BSA. Service
Company acknowledges that, in compliance with the USA
PATRIOT Act and the BSA, the
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Fund has adopted an Anti-Money Laundering Program,
the USA PATRIOT Act and the BSA, as the same may
apply to the Service Company, now or in the future.
Service Company further agrees to provide to the Fund
such reports, certification and contractual
assurances as may be requested by the Fund.
2. Paragraph F of Section 8 is hereby amended by inserting the following
at the end thereof:
All books and records required to be maintained for
the Fund under the USA PATRIOT Act and the BSA shall
be made available, for inspection and copying, to the
U.S. Department of Treasury's Financial Crimes
Enforcement Network and the Securities and Exchange
Commission (the "SEC") as may be requested pursuant
to the USA PATRIOT Act and the BSA.
3. Section 16 is hereby amended by inserting the following at the end of
the paragraph:
(6). Service Company shall create and maintain true and
complete books and records as required for the Fund
by the USA PATRIOT Act and the BSA.
4. Section 17 is amended by inserting the following at the end of the
paragraph:
All books and records required to be maintained under
the USA PATRIOT Act and the BSA shall be retained for
the periods specified therein.
5. Section 18 is hereby replaced in its entirety with the following:
J. In case of any request or demand for the inspection
of the share books of Fund or any other books of Fund
in the possession of Service Company, including a
request from FinCEN or the SEC under Paragraph F of
Section 8 hereof, Service Company will notify Fund
and to secure instructions as to permitting or
refusing such inspection. Service Company reserves
the right, however, to exhibit the share books or
other books to any person in case it is advised by
its counsel that it may be held responsible for the
failure to exhibit the share books or other books to
such person.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective duly authorized officer as of the day and year
first set forth above.
ATTEST: XXXXXXX NEW EUROPE FUND, INC.
/s/Xxxx Xxxxxxxx By: /s/Xxxxxx X. Xxxxxxx
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Xxxx Xxxxxxxx Xxxxxx X. Xxxxxxx
Secretary Vice President
ATTEST: STATE STREET BANK AND TRUST COMPANY
/s/Xxxxxxx X. Xxxxxxx By: /s/Xxxxxxx Xxxxxxxx Xxxxxxx
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Xxxxxxx X. Xxxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx
Associate General Counsel Executive Vice President
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