COMPLIANCE SERVICES AGREEMENTCompliance Services Agreement • January 9th, 2009 • TD Asset Management USA Funds Inc. • New York
Contract Type FiledJanuary 9th, 2009 Company JurisdictionThis Amendment (the “Agreement”) is made as of June 1, 2007 between TD Asset Management USA Funds Inc. (the “Company”), a Maryland corporation, on its own behalf and on behalf of its TDAM Money Market Portfolio, TDAM Institutional Money Market Fund, TDAM U.S. Government Portfolio, TDAM Institutional U.S. Government Fund, TDAM Municipal Portfolio, TDAM California Municipal Portfolio, TDAM New York Municipal Portfolio, TDAM Short-Term Investment Fund, and TDAM Short-Term Bond Fund (individually referred to herein as a “Fund”, and collectively referred to herein as the “Funds”), and BISYS Fund Services Ohio, Inc. (“BISYS”), an Ohio corporation having a place of business at 3435 Stelzer Road, Columbus, Ohio 43219.
FORM OF AMENDMENT TO COMPLIANCE SERVICES AGREEMENTCompliance Services Agreement • January 9th, 2009 • TD Asset Management USA Funds Inc.
Contract Type FiledJanuary 9th, 2009 CompanyAMENDMENT NO. 1 made as of December 4, 2008, to the Compliance Services Agreement dated as of June 1, 2007, between TD Asset Management USA Funds Inc., a Maryland corporation (the “Company”), and Citi Fund Services Ohio, Inc. (formerly, BISYS Fund Services Ohio, Inc.), an Ohio corporation (“Citi”) (as amended and in effect on the date hereof, the “Agreement”). Capitalized terms which are used herein without definition and which are defined in the Agreement shall have the same meanings herein as in the Agreement.