Exhibit 77 Q1
Amendment to
Investment Advisory Contract
between
Hibernia Funds
and
Hibernia Asset Management, LLC
This Amendment to the Investment Advisory
Contract ("Agreement") dated October 14,
1988, between Hibernia Funds ("Fund") and Hibernia
Asset Management, LLC ("Service
Provider") is made and entered into as of the 1st
day of February, 2005.
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 248.14) ("Section 248.14
NPI"); for specified law enforcement and
miscellaneous purposes (17 CFR 248.15) ("Section
248.15 NPI") ; and to service providers
or in connection with joint marketing arrangements (17
CFR 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 248.7 and 17 CFR 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 248.13);
NOW, THEREFORE, the parties intending
to be legally bound agree as follows:
I. 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.
II. 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 248.13.
III. The Service Provider further
represents and warrants that, in
accordance with 17 CFR
248.30, it has implemented, and will
continue to carry out for the term of
the Agreement, policies
and procedures reasonably designed to:
* insure the security and confidentiality
of records and NPI of Fund customers,
* protect against any anticipated threats
or hazards to the security or integrity of Fund
customer records and NPI, and
* 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 (248.14) or
miscellaneous (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
(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 1st day of February, 2005.
HIBERNIA ASSET MANAGEMENT, LLC
By: /s/ Xxxxxxx X. Xxxxxxx, Xx.
Name: Xxxxxxx X. Xxxxxxx, Xx.
Title: President and Chief Investment Officer
HIBERNIA FUNDS
By: /s/ Xxxxxxx X. Xxxxx, Xx.
Name: Xxxxxxx X. Xxxxx, Xx.
Title: President
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PGHLIB-1665603.1-HAEASTGA 10/19/05 9:56 AM
