TRUST FOR CREDIT UNIONS
ADDENDUM NO. 4 TO THE INVESTMENT ADVISORY AGREEMENT
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This Addendum, dated as of the 1st day of January, 1994, is entered into
between TRUST FOR CREDIT UNIONS (the "Fund"), a Massachusetts business trust,
and XXXXXXX, XXXXX & CO. (the "Adviser"), a New York limited partnership.
WHEREAS, the Fund and the Adviser have entered into an Investment Advisory
Agreement dated as of June 20, 1991, Addendum No. 1 thereto dated October 6,
1992, Addendum No. 2 thereto dated June 30, 1993 and Addendum No. 3 thereto
dated December 29, 1993, (said agreement and addenda together, the "Advisory
Agreement") pursuant to which the Fund has appointed the Adviser to act as
investment adviser to the Fund for the Money Market Portfolio, Government
Securities Portfolio, Mortgage Securities Portfolio and Target Maturity
Portfolio (1996).
WHEREAS, Section 1(b) of the Advisory Agreement provides that in the event
the Fund establishes one or more additional investment portfolios with respect
to which it desires to retain the Adviser to act as investment adviser under the
Advisory Agreement, the Fund shall so notify the Adviser in writing and if the
Adviser is willing to render such services it shall notify the Fund in writing;
and
WHEREAS, pursuant to Section 1(b) of the Advisory Agreement, the Fund has
notified the Adviser that it is establishing the Target Maturity Portfolio (Feb
97), Target Maturity Portfolio (May 97), Target Maturity Portfolio (Aug 97) and
Target Maturity Portfolio (Nov 97) (each a "Portfolio"), and that it desires to
retain the Adviser to act as the investment adviser therefor, and the Adviser
has notified the Fund that it is willing to serve as investment adviser for each
of the Portfolios;
NOW, THEREFORE, the parties hereto, intending to be legally bound, hereby
agree as follows:
1. Appointment. The Fund hereby appoints the Adviser to act as
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investment adviser to the Fund for each of the Portfolios for the
period and on the terms set forth in the Advisory Agreement;
provided that, unless sooner terminated, the Advisory Agreement
will continue in effect until March 31, 1995 with respect to
Target Maturity Portfolio (Feb 97) and until Market 31, 1996 with
respect to Target Maturity Portfolio (May 97), Target Maturity
Portfolio (Aug 97) and Target Maturity Portfolio (Nov 97). After
said initial term for a Portfolio, the Advisory Agreement will
continue in effect with respect to that Portfolio for successive
annual periods provided its continuation is specifically approved
at least annually in the manner set forth in the Advisory
Agreement. The Adviser hereby accepts such appointment and agrees
to render the services set forth in the Advisory Agreement for
the compensation herein provided.
2. Compensation. For the services provided and the expenses assumed
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pursuant to the Advisory Agreement, the Fund will pay the
Adviser, and the Adviser will accept as full compensation
therefor from the Fund, a fee at an annual rate of .25% up to $75
million and .20% over $75 million of each of the Portfolio's
average daily net assets considered separately on a per Portfolio
basis. The fee will be computed based on net assets on each day
and will be paid to the
Adviser monthly. Such fee is attributable to each Portfolio, will
be a charge to that Portfolio and will be the obligation of such
Portfolio.
3. Capitalized Terms. From and after the date hereof, the term
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"Portfolios" as used in the Advisory Agreement will be deemed to
include the Target Maturity Portfolio (Feb 97), Target Maturity
Portfolio (May 97), Target Maturity Portfolio (Aug 97) and Target
Maturity Portfolio (Nov 97). Capitalized terms used herein and
not otherwise defined have the meanings ascribed to them in the
Advisory Agreement.
4. Miscellaneous. Except to the extent supplemented hereby, the
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Advisory Agreement will remain unchanged and in full force and
effect, and is hereby ratified and confirmed in all respects as
supplemented hereby.
IN WITNESS WHEREOF, the undersigned have executed this Addendum as of the
date and year first above written.
TRUST FOR CREDIT UNIONS
Attest: /s/ Xxxx Xxxxxx By: /s/ Xxxxxx Xxxx
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As its: President
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XXXXXXX, SACHS & CO.
Attest: /s/ Xxxx Xxxxxx By: /s/ Xxxx X. Xxxxx
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As its: General Partner
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