(g)(4)
AMENDMENT TO CUSTODIAN AGREEMENT
This AMENDMENT TO CUSTODIAN AGREEMENT (the "Amendment") is dated as of December
9, 2004 by and between Xxxxxxx, Xxxxxxx Funds, Inc. ("HLF") and INVESTORS BANK
& TRUST COMPANY, a Massachusetts trust company ("IBT").
WHEREAS, HLF and IBT have entered into a Custodian Agreement dated
June 1, 1999, as amended from time to time (the "Custodian Agreement");
WHEREAS, HLF and IBT desire to amend the Custodian Agreement subject
to the terms and conditions set forth herein;
WHEREAS, HLF and IBT have mutually agreed to certain modifications to
the Custodian Agreement;
NOW, THEREFORE, HLF and IBT hereby agree to amend the Custodian
Agreement as follows:
1. AMENDMENTS.
(a) Section 1 of the Custodian Agreement is hereby amended by deleting
such Section 1 in its entirety and inserting in lieu thereof the following:
"Bank Appointed as Custodian. The Fund hereby appoints the Bank as
custodian of its Portfolio Securities and cash delivered to the Bank
as hereinafter described and the Bank agrees to act as such upon the
terms and conditions hereinafter set forth. For the services rendered
pursuant to this Agreement the Fund agrees to pay to the Bank such
fees as may be agreed to from time to time in writing between the
parties."
(b) Section 13 of the Custodian Agreement is hereby amended by
deleting such Section 13 in its entirety and by inserting in lieu thereof, the
following:
"Additional Services." The Bank shall perform the additional services
for the Fund as are set forth on Appendix C hereto. Appendix C may be
amended from time to time upon agreement of the parties to include
further additional services to be provided by the Bank to the Fund.
(c) Section 14.5 of the Custodian Agreement is hereby amended by
deleting such Section 14.5 in its entirety and by inserting in lieu thereof,
the following:
"Fees and Expenses of the Bank. For the services rendered by the Bank
hereunder, the Fund will pay to the Bank such fees at such rate as
shall be agreed upon in writing by the parties from time to time. The
Fund will also pay or reimburse the Bank from time to time for any
transfer taxes payable upon any transfers made hereunder, and for all
necessary proper disbursements, expenses and charges made or incurred
by the Bank in the performance of this Agreement (including any duties
listed on any Schedule hereto, if any) including any indemnities for
any loss, liabilities or expense to the Bank as provided herein. The
Bank will also be entitled to reimbursement by the Fund for all
reasonable expenses incurred in conjunction with termination of this
Agreement and any conversion or transfer work done in connection
therewith.
(d) Appendix A to the Agreement--"Portfolios"--is hereby amended by
deleting such Appendix A in its entirety and replacing it with Appendix A
attached hereto as Exhibit A.
(e) Appendix B to the Agreement is deleted in its entirety and
reserved.
(f) Section 18.1(a) of the Custodian Agreement is hereby amended by
deleting the lead-in paragraph of such Section 18.1(a) in its entirety and
replaced with the following new language:
"18.1 (a) The term of this Agreement shall continue through May 31,
2008 (the "Initial Term"), unless earlier terminated as provided
herein. After the expiration of the Initial Term, the term of this
Agreement shall automatically renew for successive one-year terms
(each a "Renewal Term") unless written notice of non-renewal is
delivered by the non-renewing party to the other party no later than
one-hundred twenty days prior to the expiration of the Initial Term or
any Renewal term, as the case may be."
2. MISCELLANEOUS.
(a) Except as amended hereby, the Custodian Agreement shall remain in
full force and effect.
(b) This Amendment may be executed in two or more counterparts, each
of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment to be
duly executed as an instrument under seal by its officer thereunto duly
authorized as of the date first above written.
XXXXXXX, LOEVNER FUNDS, INC.
By: /s/ Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: President
Date:
INVESTORS BANK & TRUST COMPANY
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: Managing Director
Date: 12/10/04
Exhibit A
XXXXXXX, XXXXXXX FUNDS, INC.
International Equity Portfolio
Global Equity Portfolio
Emerging Markets Portfolio
