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Exhibit (D) under Form N-1A
Exhibit (10) under Item 601/Reg S-K
Amendment to
Investment Advisory Contract
between
Hibernia Funds
and
Hibernia National Bank
This Amendment to the Investment Advisory Contract ("Agreement")
dated October 14, 1988, between Hibernia Funds ("Fund") and Hibernia Asset
Managmenet ("Service Provider") is made and entered into as of the 13th
day of March, 2001.
WHEREAS, the Fund has entered into the Agreement with the Service
Provider;
WHEREAS, the Securities and Exchange Commission has adopted
Regulation S-P at 17 CFR Part 248 to protect the privacy of individuals
who obtain a financial product or service for personal, family or
household use;
WHEREAS, Regulation S-P permits financial institutions, such as the
Fund, to disclose "nonpublic personal information" ("NPI") of its
"customers" and "consumers" (as those terms are therein defined in
Regulation S-P) to affiliated and nonaffiliated third parties of the Fund,
without giving such customers and consumers the ability to opt out of such
disclosure, for the limited purposes of processing and servicing
transactions (17 CFR ss. 248.14) ("Section 248.14 NPI"); for specified law
enforcement and miscellaneous purposes (17 CFR ss. 248.15) ("Section 248.15
NPI") ; and to service providers or in connection with joint marketing
arrangements (17 CFR ss. 248.13) ("Section 248.13 NPI");
WHEREAS, Regulation S-P provides that the right of a customer and
consumer to opt out of having his or her NPI disclosed pursuant to 17 CFR
ss. 248.7 and 17 CFR ss. 248.10 does not apply when the NPI is disclosed to
service providers or in connection with joint marketing arrangements,
provided the Fund and third party enter into a contractual agreement that
prohibits the third party from disclosing or using the information other
than to carry out the purposes for which the Fund disclosed the
information (17 CFR ss. 248.13);
NOW, THEREFORE, the parties intending to be legally bound agree as
follows:
The Fund and the Service Provider hereby acknowledge that the Fund
may disclose shareholder NPI to the Service Provider as agent of the Fund
and solely in furtherance of fulfilling the Service Provider's contractual
obligations under the Agreement in the ordinary course of business to
support the Fund and its shareholders.
The Service Provider hereby agrees to be bound to use and redisclose
such NPI only for the limited purpose of fulfilling its duties and
obligations under the Agreement, for law enforcement and miscellaneous
purposes as permitted in 17 CFR ▇▇.▇▇. 248.15, or in connection with joint
marketing arrangements that the Funds may establish with the Service
Provider in accordance with the limited exception set forth in 17 CFR ss.
248.13.
The Service Provider further represents and warrants that, in
accordance with 17 CFR ss. 248.30, it has implemented, and will continue to
carry out for the term of the Agreement, policies and procedures
reasonably designed to:
o insure the security and confidentiality of records and NPI of Fund
customers,
o protect against any anticipated threats or hazards to the security
or integrity of Fund customer records and NPI, and
o protect against unauthorized access to or use of such Fund customer
records or NPI that could result in substantial harm or
inconvenience to any Fund customer.
4. The Service Provider may redisclose Section 248.13 NPI only to:
(a) the Funds and affiliated persons of the Funds ("Fund
Affiliates"); (b) affiliated persons of the Service Provider
("Service Provider Affiliates") (which in turn may disclose or use
the information only to the extent permitted under the original
receipt); (c) a third party not affiliated with the Service Provider
of the Funds ("Nonaffiliated Third Party") under the service and
processing (ss.248.14) or miscellaneous (ss.248.15) exceptions, but only
in the ordinary course of business to carry out the activity covered
by the exception under which the Service Provider received the
information in the first instance; and (d) a Nonaffiliated Third
Party under the service provider and joint marketing exception
(ss.248.13), provided the Service Provider enters into a written
contract with the Nonaffiliated Third Party that prohibits the
Nonaffiliated Third Party from disclosing or using the information
other than to carry out the purposes for which the Funds disclosed
the information in the first instance.
5. The Service Provider may redisclose Section 248.14 NPI and Section
248.15 NPI to: (a) the Funds and Fund Affiliates; (b) Service
Provider Affiliates (which in turn may disclose the information to
the same extent permitted under the original receipt); and (c) a
Nonaffiliated Third Party to whom the Funds might lawfully have
disclosed NPI directly.
6. The Service Provider is obligated to maintain beyond the termination
date of the Agreement the confidentiality of any NPI it receives
from the Fund in connection with the Agreement or any joint
marketing arrangement, and hereby agrees that this Amendment shall
survive such termination.
WITNESS the due execution hereof this 13th day of March, 2001.
Hibernia Funds
By:/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Vice President
Hibernia National Bank
By:/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Chief Investment Officer
