EXHIBIT (g)(6)
Xxxxxx Insight Funds Trust
00 Xxxxx Xxxxxx, Xxxxx 0000
Xxxxxx, XX 00000
Re: FOREIGN CUSTODY MANAGER DELEGATION AMENDMENT
Dear Sirs:
Reference is made to the Sub-Custodian Services Agreement dated as of February
18, 1999 (the "Agreement") by and among PNC Bank, N.A. ("PNC Bank"), PFPC Trust
Company ("PFPC Trust") and Xxxxxx Insight Funds Trust (the "Fund"). Unless
otherwise defined herein, terms defined in the Agreement are used herein with
their defined meanings.
1. In addition to the duties of PNC Bank under the Agreement, with respect to
the Property in such jurisdictions as the Fund and PNC Bank shall agree from
time to time, the Fund hereby delegates to PNC Bank, and PNC Bank hereby accepts
and assumes, the following duties of a "Foreign Custody Manager" as permitted by
and in accordance with Rule 17f-5 under the Investment Company Act of 1940, as
amended ("Rule 17f-5"):
a. selecting Eligible Foreign Custodians (as defined in Rule
17f-5) and placing and maintaining Property with such
Eligible Foreign Custodians;
b. providing for written contracts with such Eligible
Foreign Custodians; and
c. monitoring the appropriateness of maintaining the
Property with each Eligible Foreign Custodian and the
custody contracts with such Eligible Foreign
Custodian.
The procedures PNC Bank and the Fund will use in performing the activities under
this Amendment are set forth in the Agreement and the Client Services Guide.
Notwithstanding anything to the contrary in this Amendment or the Agreement, PNC
Bank shall not be responsible for the duties described in a., b., and c. with
respect to any Compulsory Securities Depository. A "Compulsory Securities
Depository" shall mean a securities depository or clearing agency the use of
which is mandatory (i) by law or regulation; (ii) because securities cannot be
withdrawn from the depository or clearing agency; or (iii) because maintaining
securities outside the securities depository or clearing agency is not
consistent with prevailing local custodial practices. PNC Bank, or such entity
as it may designate for this purpose, shall inform the Fund in writing of the
name and location of each Compulsory Securities Depository and the factors used
to determine that the securities depository is a Compulsory Securities
Depository.
2. In acting as a Foreign Custody Manager, PNC Bank shall not supervise,
recommend or advise the Fund relative to the investment, purchase, sale,
retention or disposition of any Property in any particular country, including
with respect to prevailing country risks.
3. (a) The Fund represents that it (i) has the authority and power to
delegate to PNC Bank the duties set forth herein and (ii) has taken all
requisite action (corporate or otherwise) to authorize the execution and
delivery of this Amendment.
(b) PNC Bank represents that it (i) is a U.S. Bank ( as defined in Rule
17f-5) and (ii) has taken all requisite action (corporate or otherwise) to
authorize the execution and delivery of this Amendment.
4. PNC Bank's only responsibility with respect to the activities covered by this
Amendment shall be to exercise reasonable care, prudence and diligence such as a
person having responsibility for safekeeping of fund assets would exercise.
5. Except as expressly amended hereby, all terms and provisions of the Agreement
are and shall continue to be in full force and effect. This Amendment shall be
construed in accordance with laws of the State of New York. This Amendment may
be executed by the parties hereto on any number of separate counterparts, and
all of said counterparts taken together shall be deemed to constitute one and
the same instrument.
The parties to this Amendment hereby agree to the Amendment as of February 18,
1999.
PFPC TRUST COMPANY PNC BANK, N.A.
By:/S/ XXXXXX XXXXXXXX By: /S/ XXXXXX SPARHAW
--------------------- ---------------------
Name: XXXXXX XXXXXXXX Name: XXXXXX XXXXXXXX
Title: SENIOR VICE PRESIDENT Title: VICE PRESIDENT
XXXXXX INSIGHT FUNDS TRUST
By: /S/ XXXXXX X. RIO
-------------------
Name: XXXXXX X. RIO
Title: PRESIDENT
