SECOND AMENDMENT TO INVESTMENT ADVISORY AGREEMENT OF PAYPAL FUNDS
Exhibit
(d)(4)
SECOND
AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
OF
PAYPAL FUNDS
SECOND AMENDMENT TO INVESTMENT
ADVISORY AGREEMENT, effective as of August 11, 2009 (“Amendment”) by and between
PayPal Asset Management, Inc. (the “Adviser”) and PayPal Funds (the “Trust”)
with respect to the PayPal Money Market Fund, a series of the Trust (the
“Fund”).
WHEREAS, the Adviser and the Trust (the
“Parties”) entered into an Investment Advisory Agreement dated as of October 4,
2002 (the “Advisory Agreement”);
WHEREAS, the Parties entered into an
Amendment to the Advisory Agreement effective as of March 1, 2005 to reduce the
advisory fee payable to the Adviser under the Advisory Agreement from 1.80% of
the Fund’s average daily net assets to 1.00% of the Fund’s average daily net
assets; and
WHEREAS, the Parties desire to further
amend the Advisory Agreement to reduce the advisory fee payable to the Adviser
under the Advisory Agreement from 1.00% of the Fund’s average daily net assets
to 0.75% of the Fund’s average daily net assets.
NOW, THEREFORE, in consideration of the
premises set forth herein, the parties agree as follows:
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1.
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Amendment. The
first sentence of Section 6(a) of the Advisory Agreement is hereby
replaced with the following
sentence:
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As
compensation for the services provided and expenses assumed by the Adviser
under this Agreement, the Trust will arrange for the Fund to pay the
Adviser at the end of each calendar month an advisory fee computed daily
at an annual rate equal to 0.75% of the Fund’s average daily net
assets.
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2.
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Miscellaneous. Except
as amended hereby, the Advisory Agreement shall remain in full force and
effect. This Amendment may be executed in two or more
counterparts, each of which shall be deemed to be an original, but all of
which together shall constitute one and the same
instrument.
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IN WITNESS WHEREOF, the Parties hereto
have caused this Amendment to be executed by their respective duly authorized
officers as of the date first written above.
PAYPAL
ASSET MANAGEMENT, INC.
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By:
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/s/ Xxxx Xxx
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By:
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/s/ Xxxx X. Story
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Name:
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Xxxx Xxx
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Name:
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Xxxx X. Story
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Title:
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President and CEO
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Title:
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President
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