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Exhibit e(iii) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
Amendment to
Distributor's Contract
among
The Huntington Funds, Huntington VA Funds
and
Edgewood Services, Inc.
This Amendment to the Distributor's Contract ("Agreement")
among
The Huntington Funds, Huntington VA Funds (collectively, the
"Funds") and Edgewood Services, Inc. ("Distributor") is made and
entered into as of the 1st day of October, 2003.
WHEREAS, the Funds have entered into the Agreement with the
Distributor, dated December 1, 2001, under and pursuant to which
the Distributor is the principal underwriter of the shares of the
Funds;
WHEREAS, the Securities and Exchange Commission and the
United States Treasury Department ("Treasury Department") have
adopted a series of rules and regulations arising out of the USA
PATRIOT Act (together with such rules and regulations, the
"Applicable Law"), specifically requiring certain financial
institutions, including the Funds and the Distributor, to
establish a written anti-money laundering and customer
identification program ("Program");
WHEREAS, each of the Funds and the Distributor have
established a Program and wish to amend the Agreement to reflect
the existence of such Programs and confirm the allocation of
responsibility for the performance of certain required functions;
NOW, THEREFORE, the parties intending to be legally bound
agree as follows:
1. The Funds and the Distributor each represent, warrant and
certify that they have established, and covenant that at all
times during the existence of the Agreement they will maintain,
a Program in compliance with Applicable Law.
2. The Funds represent and warrant that the Funds have entered
into an amendment to the agreement with the transfer agent of
the Funds, pursuant to which the transfer agent has agreed to
perform all activities, including the establishment and
verification of customer identities as required by Applicable
Law or its Program, with respect to all customers on whose
behalf Distributor maintains an account with the Funds.
3. Distributor covenants that it will enter into appropriate
amendments to selling or other agreements with financial
institutions that establish and maintain accounts with the
Funds on behalf of their customers, pursuant to which such
financial institutions covenant to establish and maintain a
Program with respect to those customers in accordance with
Applicable Law.
In all other respects, the Agreement first referenced above shall
remain in full force and effect.
WITNESS the due execution hereof as of the 1st day of October,
2003.
THE HUNTINGTON FUNDS
By:/s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
HUNTINGTON va FUNDS
By:/s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
edgewood services, inc.
By:/s/ Xxxxxxx X. Xxxxx, Xx.
Name: Xxxxxxx X. Xxxxx, Xx.
Title: Vice President
Exhibit e(iv) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
Amendment to
Distributor's Contract
among
The Huntington Funds, Huntington VA Funds
and
Edgewood Services, Inc.
This Amendment to the Distributor's Contract ("Agreement")
among
The Huntington Funds, Huntington VA Funds (collectively, the
"Investment Company" or the "Funds") and Edgewood Services, Inc.
("Edgewood") is made and entered into as of the 12th day of
November, 2003.
WHEREAS, the Investment Company has entered into the
Agreement with Edgewood, dated December 1, 2001, as amended
October 1, 2003, under and pursuant to which Edgewood is the
principal underwriter of the shares of the Investment Company;
WHEREAS, the Investment Company wishes to delegate to
Edgewood the right to delegate to third party financial
institutions the right to receive share orders on behalf of the
Investment Company, all in compliance with Rule 22c-1 under the
1940 Act and related interpretive guidance and regulations; and
WHEREAS, capitalized terms not defined herein shall have the
meanings ascribed to them in the Agreement.
NOW, THEREFORE, the parties intending to be legally bound
agree as follows:
Paragraph 3 of the Agreement is hereby replaced in its
entirety with the following:
"Neither Edgewood nor any other person is authorized by the
Investment Company to give any information or to make any
representation relative to any Shares other than those
contained in the Registration Statement, Prospectuses, or
Statements of Additional Information ("SAIs") filed with the
Securities and Exchange Commission, as the same may be amended
from time to time, or in any supplemental information to said
Prospectuses or SAIs approved by the Investment Company.
Edgewood agrees that any other information or representations
other than those specified above which it or any dealer or
other person who purchases Shares through Edgewood may make in
connection with the offer or sale of Shares, shall be made
entirely without liability on the part of the Investment
Company. No person or dealer, other than Edgewood, is
authorized to act as agent for the Investment Company with
respect to Edgewood's duties and responsibilities under this
Contract, except for the limited circumstance to allow Edgewood
to delegate to a financial institution the right to receive
share orders in proper form from its customers on the
Investment Company's behalf for purposes of Rule 22c-1 under
the 1940 Act and related interpretive guidance and regulations,
provided that the financial institution and Edgewood agree in
writing that (a) on each day the Funds are open for trading, in
order for the financial institution's customers to receive that
day's NAV, the financial institution must receive its
customers' orders prior to the time the Funds calculate their
NAV as disclosed in their prospectuses (the "Cut-Off Time"),
and must communicate to the Funds' transfer agent a report of
the trading activity of its customers in the Funds for that day
by 9:00 a.m. EST on the next day the Funds are open for
business; and (b) the financial institution represents and
warrants to Edgewood that the financial institution has, and
will maintain at all times during the term of the written
agreement with Edgewood, appropriate internal controls for the
segregation of purchase and redemption orders received prior to
the Cut-Off Time, from purchase and redemption orders received
after the Cut-Off Time on any day the Funds are open for
trading. Edgewood agrees that in offering or selling Shares as
agent of the Investment Company, it will, in all respects, duly
conform to all applicable state and federal laws and the rules
and regulations of the National Association of Securities
Dealers, Inc., including its Conduct Rules. Edgewood will
submit to the Investment Company copies of all sales literature
before using the same and will not use such sales literature if
disapproved by the Investment Company."
In all other respects, the Agreement first referenced above shall
remain in full force and effect.
WITNESS the due execution hereof as of the 12th day of
November, 2003.
THE HUNTINGTON FUNDS
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
HUNTINGTON va FUNDS
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
edgewood services, inc.
By: /s/ Xxxxxxx X. Xxxxx, Xx.
Name: Xxxxxxx X. Xxxxx, Xx.
Title: Vice President
