Exhibit (g)(17)
FORM OF
NORTHERN FUNDS
ADDENDUM NO. 16 TO THE CUSTODIAN AGREEMENT
This Addendum No. 16, dated as of the 29th day of July, 2003, is entered
into between NORTHERN FUNDS (the "Trust"), a Delaware statutory trust, and THE
NORTHERN TRUST COMPANY ("Northern"), an Illinois state bank.
WHEREAS, the Trust and Northern have entered into a Custodian Agreement
dated April 1, 1994, as amended to date; and
WHEREAS, the Securities and Exchange Commission has amended Rule 17f-4
under the Investment Company Act of 1940 relating to the deposit of securities
in securities depositories; and
WHEREAS, the Trust and Northern desire to amend the terms of the Custodian
Agreement to conform to the provisions of amended Rule 17f-4;
NOW, THEREFORE, the parties hereto, intending to be legally bound, hereby
agree as follows:
1. Section 3(d) of the Custodian Agreement is hereby amended and
restated in its entirety as follows:
USE OF SECURITIES DEPOSITORIES. Northern, each agent
appointed pursuant to Section 8(a) hereof and each sub-custodian
appointed pursuant to Section 8(b) hereof may deposit all or any
part of the securities held by it in an account hereunder (the
"Account") and eligible therefor in securities depositories
(including, without limitation, clearing agencies that act as
securities depositories) and intermediary custodians covered by
Rule 17f-4 under the 1940 Act; provided that Northern, each such
agent and each such sub-custodian shall comply with all
applicable provisions of Rule 17f-4 under the 1940 Act; and
provided further that Northern shall (1) exercise due care in
accordance with reasonable commercial standards in discharging
its duty as a securities intermediary to obtain and thereafter
maintain such securities; (2) provide, promptly upon request by
the Trust, such reports as are available concerning the internal
accounting controls and financial strength of Northern; and (3)
require any intermediary custodian at a minimum to exercise due
care in accordance with reasonable commercial standards in
discharging its duty as a securities intermediary to obtain and
thereafter maintain financial assets
corresponding to the security entitlements of its entitlement
holders. For purposes of this Agreement, any securities
depository permitted under this Section 3(d) shall be deemed
approved by the Board of Trustees.
2. MISCELLANEOUS. Except to the extent supplemented hereby, the Custodian
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: By:
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Name:
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Title:
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THE NORTHERN TRUST COMPANY
Attest: By:
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Name:
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Title:
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