EXHIBIT (g)(2)
AMENDMENT
TO THE
CUSTODIAN SERVICES AGREEMENT
This AMENDMENT (this "AMENDMENT") amends as of the 31st day of March, 2005
(the "EFFECTIVE DATE"), the Custodian Services Agreement, dated as of May 5,
2003 between ABN AMRO Funds (the "FUND") and PFPC Trust Company ("PFPC TRUST")
(the "AGREEMENT").
For valuable consideration the receipt and sufficiency of which the
parties hereto hereby acknowledge, the Fund and PFPC Trust hereby agree that, as
of the Effective Date, the Agreement shall (without any further action by either
of the parities hereto) be amended as follows:
1. Section 16 is hereby modified by deleting the first sentence and inserting in
its place the following:
"(a) This Agreement shall be effective on the date first written above and
unless terminated pursuant to its terms shall remain in effect through
March 31, 2006 (the "Initial Term"). Upon the expiration of the Initial
Term, this Agreement shall automatically renew for successive terms of two
(2) years (the "Renewal Term") unless the Fund or PFPC Trust provides
written notice to the other of its intent not to renew. Such notice must
be received not less than ninety (90) days prior to the expiration of the
Initial Term or the then current Renewal Term.
2. Section 16 is further amended by adding the following new sub-section (b):
"(b) If a party hereto is guilty of a material failure to perform its
duties and obligations hereunder (a "Defaulting Party") the other party
(the "Non-Defaulting Party") may give written notice thereof to the
Defaulting Party, and if such material breach shall not have been remedied
within thirty (30) days after such written notice is given, then the
Non-Defaulting Party may terminate this Agreement by giving thirty (30)
days written notice of such termination to the Defaulting Party. In all
cases, termination by the Non-Defaulting Party shall not constitute a
waiver by the Non-Defaulting Party of any other rights it might have under
this Agreement or otherwise against the Defaulting Party."
3. This Amendment contains the entire understanding between the parties with
respect to the services contemplated hereby. Except as expressly set forth
herein, the Agreement shall remain unaffected hereby.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers, as of the day and year first above
written.
ABNAMRO FUNDS PFPC INC.
By: /s/ Xxxxxx Xxxxxxxxxx By: /s/ Xxxxxx X. Xxxxx III
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Name: Xxxxxx Xxxxxxxxxx Name: Xxxxxx X. Xxxxx III
Title: COO Title: Vice President