Exhibit (g)(12)
AMENDMENT TO CUSTODY CONTRACT
Amendment dated February 8, 1999 by and between State Street Bank and
Trust Company (the "Bank") and ▇▇▇▇▇▇▇ Portfolio Trust (the "Trust") to the
custody contract (the "Custody Contract") between the Bank and the Trust dated
December 31, 1984.
WHEREAS the Bank serves as the custodian for the Trust pursuant to the
Custody Contract; and
WHEREAS the Trust may appoint one or more banks identified on Schedule
A attached hereto, as amended from time to time, to serve as an additional
custodian for the Trust (each, a "Repo Custodian") for the limited purpose of
engaging in tri-party repurchase agreement transactions ("Tri-party Repos"); and
WHEREAS the Trust may direct the Bank to make "free delivery" to one or
more Repo Custodians of cash or other assets maintained in custody by the Bank
for the Trust pursuant to the Custody Contract for purposes of engaging in
Tri-party Repos; and
WHEREAS the Bank and the Trust desire to amend the Custody Contract to
permit the Bank to make "free delivery" of cash and other assets of the Trust to
Repo Custodians from time to time;
NOW THEREFORE, the Bank and the Trust hereby agree to amended the
Custody Contract as follows:
1. Notwithstanding anything to the contrary in the Custody Contract, upon
receipt of Proper Instructions (as defined in the Custody Contract), the Bank
shall deliver cash and/or other assets of the Trust to any account identified on
Schedule A attached hereto, as amended from time to time, maintained for the
Trust by a Repo Custodian, which delivery may be made without contemporaneous
receipt by the Bank of cash or other assets in exchange therefor. Upon such
delivery of cash or other assets in accordance with such Proper Instructions,
the Bank shall have no further responsibility or obligation to the Trust as a
custodian of the Trust with respect to the cash or assets so delivered.
2. The Trust may amend Schedule A from time to time to add or delete a Repo
Custodian or change the identification of the account maintained by a Repo
Custodian for the Trust by delivering Special Instructions (as defined herein)
to the Bank. The term Special Instructions shall mean written instructions
executed by at least two officers of the Trust holding the office of Vice
President or higher.
3. In all other respects, the Custody Contract shall remain in full force and
effect and the Bank and the Trust shall perform their respective obligations in
accordance with the terms thereof.
EXECUTED to be effective as of the date set forth above.
▇▇▇▇▇▇▇ PORTFOLIO TRUST
By: /s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Vice President
STATE STREET BANK AND TRUST COMPANY
By: /s/▇▇▇▇▇▇ ▇.▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Executive Vice President
SCHEDULE A
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