AMENDMENT NO. 1
TO
ADMINISTRATIVE SERVICES AGREEMENT
XXXXXX 100 FUND
This AMENDMENT NO. 1 TO ADMINISTRATIVE SERVICES AGREEMENT (the
"Amendment") is made effective as of the 1st day of October, 1999, between
XXXXXX LLC, a Nevada limited liability company, and THE ONE HUNDRED FUND, INC.,
a Maryland corporation (the "Fund"), doing business as XXXXXX 100 FUND.
RECITALS
X. Xxxxxx Associates, Inc., and the Fund entered into that certain
Amended and Restated Administrative Services Agreement dated October 1, 1992
(the "Agreement"), setting forth the terms and conditions under which the Fund
has appointed Xxxxxx Associates, Inc., to provide certain administrative
services to the Fund.
B. Effective September 30, 1999, Xxxxxx Associates, Inc., assigned and
transferred all its rights, interests, duties and obligations, including its
rights, interests, duties and obligations under the Agreement, to its
subsidiary, Xxxxxx LLC, in an assignment and transfer approved by the directors
of the Fund.
X. Xxxxxx LLC and the Fund desire to set forth in this Amendment their
mutual agreement that Xxxxxx LLC will continue to provide the services required
by the Agreement, but without compensation or payment therefor.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties agree as follows:
1. ELIMINATION OF COMPENSATION. Section 2 of the Agreement is
hereby amended in its entirety to read as follows:
"2. For its services under this Agreement, Xxxxxx LLC shall
not be compensated or paid a fee."
2. NO OTHER CHANGES. No changes to the Agreement are intended by
the parties other than the changes reflected in Section 1 of this Amendment, and
all other provisions of the Agreement are hereby confirmed.
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3. GOVERNING LAW. This Amendment shall be construed in accordance
with the laws of the State of Colorado (without giving effect to the conflicts
of laws principles thereof) and the Investment Company Act of 1940, as amended.
To the extent that the applicable laws of the State of Colorado conflict with
the applicable provisions of the Investment Company Act of 1940, as amended, the
latter shall control.
IN WITNESS WHEREOF, the parties have caused their duly authorized
officers to execute this Amendment as of the date and year first above written.
XXXXXX LLC
By:/s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx
President
THE ONE HUNDRED FUND, INC.
By:/s/ Xxxx X. Xxxxxxxx
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Xxxx X. Xxxxxxxx
President
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