NORTHERN FUNDS
ADDENDUM NO. 1 TO THE INVESTMENT ADVISORY AGREEMENT
This Addendum, dated as of the 31st day of July, 2000, is entered
into between NORTHERN FUNDS (the "Trust"), a Delaware business trust, and THE
NORTHERN TRUST COMPANY (the "Investment Adviser"), an Illinois state bank.
WHEREAS, the Trust and the Investment Adviser have entered into an
Investment Advisory Agreement dated as of July 31, 2000 (the "Advisory
Agreement"), pursuant to which the Trust appointed the Investment Adviser to
act as investment adviser to the Trust for the Growth Equity Fund, Income
Equity Fund, Small Cap Value Fund (formerly known as the Small Cap Fund),
Select Equity Fund, International Growth Equity Fund, International Select
Equity Fund, Global Fixed Income Fund (formerly known as International Fixed
Income Fund), Fixed Income Fund, U.S. Government Fund, Intermediate
Tax-Exempt Fund, Tax-Exempt Fund, Money Market Fund, U.S. Government Money
Market Fund and Municipal Money Market Fund;
WHEREAS, Section 1(b) of the Advisory Agreement provides that in
the event the Trust establishes one or more additional investment portfolios
with respect to which it desires to retain the Investment Adviser to act as
investment adviser under the Advisory Agreement, the Trust shall so notify
the Investment Adviser in writing and if the Investment Adviser is willing to
render such services it shall notify the Trust in writing, and the
compensation to be paid to the Investment Adviser shall be that which is
agreed to in writing by the Trust and the Investment Adviser; and
WHEREAS, pursuant to Section 1(b) of the Advisory Agreement, the
Trust has notified the Investment Adviser that it is establishing the
California Municipal Money Market Fund and the U.S. Government Select Money
Market Fund (the "Funds"), and that it desires to retain the Investment
Adviser to act as the investment adviser therefor, and the Investment Adviser
has notified the Trust that it is willing to serve as investment adviser for
the Funds;
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. APPOINTMENT. The Trust hereby appoints the Investment Adviser to
act as investment adviser to the Trust for the Funds in
accordance with the terms set forth in the Advisory Agreement.
The Investment Adviser hereby accepts such appointment and agrees
to render the services set forth in the Advisory Agreement for
the compensation herein provided.
2. COMPENSATION. For the services provided and the expenses assumed
pursuant to the Advisory Agreement regarding the Funds, the Trust
will pay the Investment Adviser, and the Investment Adviser will
accept as full
compensation therefor from the Trust, a fee at an annual rate of
0.60 of 1% of each Fund's average net assets.
3. CAPITALIZED TERMS. From and after the date hereof, the term
"Current Funds" as used in the Advisory Agreement shall be
deemed to include the California Municipal Money Market Fund and
the U.S. Government Select Money Market Fund. Capitalized terms
used herein and not otherwise defined shall have the meanings
ascribed to them in the Advisory Agreement.
4. MISCELLANEOUS. The initial term of the Advisory Agreement with
respect to the Funds shall continue, unless sooner terminated in
accordance with the Advisory Agreements, until March 31, 2001.
Except to the extent supplemented hereby, the Advisory Agreement
shall remain unchanged and in full force and effect, and is
hereby ratified and confirmed in all respects as supplemented
hereby.
IN WITNESS WHEREOF, the undersigned have executed this Addendum as
of the date and year first above written.
NORTHERN FUNDS
Attest: /s/ Xxxxx Xxxxxxxx
------------------ By: /s/ Xxxxxxxxx Xxxx
------------------
Title: Vice-President
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THE NORTHERN TRUST COMPANY
Attest: /s/ Xxxxx Xxxxxxxx
------------------ By: /s/ Xxxxxxxxx Xxxx
------------------
Title: Senior Vice-President
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