Exhibit 5(h)
AMENDMENT NO. 1
TO THE SUB-INVESTMENT ADVISORY AGREEMENT
The Sub-Investment Advisory Agreement (the "Agreement") with respect to
the Emerging Markets Portfolio (the "Portfolio") dated December 12, 1994 among
The Glenmede Fund, Inc., a Maryland corporation (the "Fund"), The Glenmede Trust
Company, a Pennsylvania corporation (the "Adviser") and Pictet International
Management Limited (the "Sub-Adviser"), is hereby amended as of November 1, 1996
as follows:
Section 5, Compensation of the Sub-Adviser, is amended and restated in
its entirety as follows:
5. Compensation of the Sub-Adviser
For the services provided and the expenses assumed pursuant to
this Agreement, effective as of the date hereof, the Portfolio will pay
the Sub-Adviser and the Sub-Adviser will accept as full compensation
therefor, a fee computed daily and paid monthly (in arrears), at an
annual rate of .50% of the average daily net assets held in the
Portfolio.
If in any fiscal year the aggregate expenses of the Portfolio
exceed the expense limitations of any state having jurisdiction over
the Portfolio, the Sub-Adviser will reimburse the Portfolio for such
excess expenses. The obligation of the Sub-Adviser to reimburse the
Portfolio hereunder is limited in any fiscal year to the amount of its
fee hereunder for such fiscal year, provided however, that
notwithstanding the foregoing, the Sub-Adviser shall reimburse the
Portfolio for such excess expenses regardless of the amount of fees
paid to it during such fiscal year to the extent that the securities
regulations of any state having jurisdiction over the Portfolio so
requires. Such expense reimbursement, if any, will be estimated,
reconciled and paid on a monthly basis.
Except as expressly amended and modified hereby, all provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, intending to be legally bound hereby, the parties
hereto have caused this Amendment No. 1 to be executed as of this 11th day of
September, 1996.
ATTEST: THE GLENMEDE FUND, INC.
By:/s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxx X. Xxxxxx, Xx.
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Title: Vice President Title: President
THE GLENMEDE TRUST COMPANY
By:/s/ Xxxxxxxx X. Xxxxxxx By: /s/ Xxxx Xxx X. Xxxxx
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Title: Vice President Title: Vice President
PICTET INTERNATIONAL
MANAGEMENT LIMITED
By: By:/s/ Xxx Xxxxx
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Title: Title: President
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By: By: /s/ X. Xxxxx
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Title: Title: Secretary
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