FIRST AMENDMENT TO MUTUAL FUND CUSTODY AGREEMENT
This First Amendment to Mutual Fund Custody Agreement, dated as of
December __, 1992, is entered into by and between The Baupost Fund, a
Massachusetts business trust (the "Fund"), and United States Trust Company of
New York, a New York State chartered bank and trust company ("U.S. Trust").
WHEREAS, the Fund and U.S. Trust entered into a Mutual Fund Custody
Agreement dated as of December 11, 1990 (the "Agreement"); and
WHEREAS, the Fund and U.S. Trust desire to amend the terms and
conditions of the Agreement as herein set forth;
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed between the parties hereto as follows:
1. Amendment to Section 3.
Section 3(e) of the Agreement shall be deleted and replaced in
its entirety with the follows:
"(e) "Written Instructions". The term "Written Instructions",
as used in this Agreement, means instructions
(i) delivered by mail, tested telegram, cable, telex,
facsimile sending device, and received by U.S. Trust,
signed by one Authorized Person (with respect to
Written Instructions for the purposes of Sections
11(a), 12 and 13 hereof) or signed by two Authorized
Persons (for the purposes of all other sections
hereof ) or, in each case, by persons reasonably
believed by U.S. Trust to be Authorized Persons; or
(ii) transmitted electronically through the U.S.
Trust Asset Management System or any similar
electronic instruction system acceptable to U.S.
Trust."
2. Amendment to Attachment B.
Attachment B to the Agreement shall be deleted in its entirety
and replaced with the revised Attachment B attached to this
First Amendment to Mutual Fund Custody Agreement.
3. Counterparts.
This First Amendment to Mutual Fund Custody Agreement may be
executed in counterparts, each of which shall be deemed an
original, but all of which together shall constitute one and
the same instrument.
IN WITNESS WHEREOF, the parties hereto have cause this First Amendment
to Mutual Fund Custody Agreement to be executed by the respective officers duly
authorized to do so as of the date first above written.
THE BAUPOST FUND
/s/ Jo-An X. Xxxxxxxx /s/ Xxxx X. Xxxxxx
------------------------ -------------------------
Its Vice President
UNITED STATES TRUST COMPANY
OF NEW YORK
/s/ Xxxxxxxxxx Xxxxxx /s/ Xxxxx X. Xxxxxxxxxx
------------------------ -------------------------
Vice President Its Senior Vice President
Attachment B
"Written Instructions" defined in Paragraph 3 (3)(i) of the Mutual Fund
Custody Agreement can be provided by the following individuals. These
individuals have been designated as "Authorized Persons" by the Board of
Trustees for The Baupost Fund at their meeting on December 9, 1992.
Written Instructions as referenced in paragraphs 11(a), 12 or 13 may be
provided by any one of:
Xxxxx X. Xxxxxx
Xxxx X. Xxxxxxx
Xxxxxx X. Xxxxx
Xxxx X. Xxxxx
Xxxxxx X. Xxxxxxxxx
Written Instructions as referenced in any other paragraph may be
provided by any two of:
Jo-An X. Xxxxxxxx
Xxxx X. Xxxxxx
Xxxx X. Xxxxxxx
Xxxxx X. Xxxxxx
Xxxxxx X. Xxxxxxxxx
