Item 77Q(1)(e)
Amendment to
Investment Advisory Contract
between
Federated GNMA Trust
and
Federated Investment Management Company
This Amendment to the Investment Advisory Contract
("Agreement") dated August 1, 1989,
between Federated GNMA Trust ("Fund") and Federated Investment
Management Company ("Service Provider") is made and entered into
as of the 1st day of June, 2001.
WHEREAS, the Fund has entered into the Agreement with
the Service Provider;
WHEREAS, the Securities and Exchange Commission has
adopted Regulation S-P at 17 CFR Part 248 to protect the privacy
of individuals who obtain a financial product or service for
personal, family or household use;
WHEREAS, Regulation S-P permits financial institutions, such
as the Fund, to disclose "nonpublic personal information" ("NPI")
of its "customers" and "consumers" (as those terms are therein
defined in Regulation S-P) to affiliated and nonaffiliated third
parties of the Fund, without giving such customers and consumers
the ability to opt out of such disclosure, for the limited
purposes of processing and servicing transactions (17 CFR S
248.14) ("Section 248.14 NPI"); for specified law enforcement
and miscellaneous purposes (17 CFR S 248.15) ("Section
248.15 NPI") ; and to service providers or in connection with
joint marketing arrangements (17 CFR S 248.13) ("Section
248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a customer and
consumer to opt out of having his or her NPI disclosed pursuant
to 17 CFR S 248.7 and 17 CFR S 248.10 does not apply when the NPI
is disclosed to service providers or in connection with joint
marketing arrangements, provided the Fund and third party enter
into a contractual agreement that prohibits the third party from
disclosing or using the information other than to carry out the
purposes for which the Fund disclosed the information (17 CFR S
248.13);
NOW, THEREFORE, the parties intending to be legally bound
agree as follows:
The Fund and the Service Provider hereby acknowledge that
the Fund may disclose shareholder NPI to the Service Provider as
agent of the Fund and solely in furtherance of fulfilling the
Service Provider's contractual obligations under the Agreement
in the ordinary course of business to support the Fund and
its shareholders.
The Service Provider hereby agrees to be bound to use
and redisclose such NPI only for the limited purpose of fulfilling
its duties and obligations under the Agreement, for law enforcement
and miscellaneous purposes as permitted in 17 CFR SS 248.15, or in
connection with joint marketing arrangements that the Funds may
establish with the Service Provider in accordance with
the limited exception set forth in 17 CFR S 248.13.
The Service Provider further represents and warrants that,
in accordance with 17 CFR S 248.30, it has implemented, and will
continue to carry out for the term of the Agreement, policies and
procedures reasonably designed to:
? insure the security and confidentiality of records and
NPI of Fund customers,
? protect against any anticipated threats or hazards to
the security or integrity of Fund customer records and NPI, and
? protect against unauthorized access to or use of such Fund
customer records or NPI that could result in substantial harm or
inconvenience to any Fund customer.
4. The Service Provider may redisclose Section 248.13 NPI only
to: (a) the Funds and affiliated persons of the Funds ("Fund
Affiliates"); (b) affiliated persons of the Service Provider
("Service Provider Affiliates") (which in turn may disclose or
use the information only to the extent permitted under the
original receipt); (c) a third party
not affiliated with the Service Provider of the Funds
("Nonaffiliated Third Party") under the service and processing
(S248.14) or miscellaneous (S248.15) exceptions, but only
in the ordinary course of business to carry out the activity
covered by the exception under which the Service Provider
received the information in the first instance; and (d) a
Nonaffiliated Third Party under the service provider and joint
marketing exception (S248.13), provided the Service Provider
enters into a written contract with the Nonaffiliated Third
Party that prohibits the Nonaffiliated Third Party from
disclosing or using the information other than to carry out the
purposes for which the Funds disclosed the information in the
first instance.
5. The Service Provider may redisclose Section 248.14 NPI and
Section 248.15 NPI to: (a) the Funds and Fund Affiliates; (b)
Service Provider Affiliates (which in turn may disclose the
information to the same extent permitted under the original
receipt); and (c) a Nonaffiliated Third Party to whom the Funds
might lawfully have disclosed NPI directly.
6. The Service Provider is obligated to maintain beyond the
termination date of the Agreement the confidentiality of any NPI
it receives from the Fund in connection with the Agreement or any
joint marketing arrangement, and hereby agrees that this Amendment
shall survive such termination.
WITNESS the due execution hereof this 1st day of June, 2001.
Federated GNMA Trust
By: /s/ J. Xxxxxxxxxxx Xxxxxxx
Name: J. Xxxxxxxxxxx Xxxxxxx
Title: President
Federated Investment Management Company
By: /s/ G/ Xxxxxx Xxxxxxxxx
Name: G. Xxxxxx Xxxxxxxxx
Title: Vice President
Current as of: 8/18/94
