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EXHIBIT 9(D)
AMENDMENT NO. 3 TO BASIC ADMINISTRATIVE SERVICES AGREEMENT
This Amendment No. 3, dated as of the 1st day of March, 1993, is
entered into between PACIFIC HORIZON FUNDS, INC. (the "Company"), a Maryland
corporation, and Concord Holding Corporation, a Delaware corporation
("Concord").
WHEREAS, the Company and Concord have entered into a Basic
Administrative Services Agreement dated as of November 13, 1989 as amended by
Amendment No. 1 dated as of November 1, 1991 and Amendment No. 2 dated as of
March 1, 1993 (the "Administration Agreement"), pursuant to which the Company
retained Concord as its Administrator to provide basic administrative services
for the benefit of all classes of Shares (as defined in the Administration
Agreement) in its Prime Fund, Treasury Fund, Horizon Tax-Exempt Money Fund,
California Tax-Exempt Money Market Fund, Pacific Horizon Tax-Exempt Money
Market Fund, Government Fund and Treasury Only Fund; and
WHEREAS, the Company has notified Concord that it has established a
Prime Value Fund and that it desires to retain Concord to act as the
Administrator therefore, and Concord has notified the Company that it is
willing to serve as the Administrator for the Prime Value Fund (the "Fund");
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. APPOINTMENT. The Company hereby appoints Concord as
Administrator of the Prime Value Fund for the period and on the terms set forth
in the Administration Agreement. Concord hereby accepts such appointment and
agrees to perform the services and duties set forth in the Administration
Agreement, for the compensation herein provided.
2. COMPENSATION. For the services provided and the expenses
assumed as Administrator pursuant to the Administration Agreement with respect
to the Prime Value Fund, the Company will pay Concord a fee, computed daily and
paid monthly, based on the net assets of the Prime Value Fund at the following
annual rates: .10% of the first $7 billion of said Fund's net assets, plus
.09% of the next $3 billion of said Fund's net assets, plus .08% of said Fund's
net assets over $10 billion.
If in any fiscal year the aggregate expenses of the Prime Value Fund
(as defined under the securities regulations of any state having jurisdiction
over such Fund) exceed the expense limitations of any such state, Concord will
reimburse the Fund for one-half of such excess expenses unless the Fund's
investment
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adviser reimburses the Fund for more than one-half of such excess expenses, in
which case Concord will reimburse the Fund for the difference between the
amount of such excess expenses less the amount of the investment adviser's
reimbursement to the Fund. The obligation of Concord to reimburse the Prime
Value Fund hereunder is limited in any fiscal year to the amount of its fee
hereunder for such fiscal year with respect to the Fund; PROVIDED, HOWEVER,
that notwithstanding the foregoing, Concord shall reimburse such Fund for such
proportion of such excess expenses regardless of the amount of fees paid to it
during such fiscal year to the extent that the securities regulations of any
state having jurisdiction over the Fund so require. Such expense
reimbursement, if any, will be estimated and accrued daily and paid on a
monthly basis.
3. MISCELLANEOUS. Except to the extent amended hereby, the
Administration Agreement shall remain unchanged and in full force and effect
and is hereby ratified and confirmed in all respects as amended hereby.
IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 3
as of the date and year first above written.
PACIFIC HORIZON FUNDS, INC.
By:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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President
CONCORD HOLDING CORPORATION
By:/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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President
