ADMINISTRATIVE SERVICES AGREEMENT
ADMINISTRATIVE SERVICES AGREEMENT
This Administrative Services Agreement (“Agreement”) is made as of December 12, 2002 by and among each of the investment companies in the Lord ▇▇▇▇▇▇ Family of Funds, as set forth on Exhibit 1 hereto, and each new Lord ▇▇▇▇▇▇ Fund added as a party to this Agreement pursuant to section 9, (each, a “Fund” or collectively, the “Funds”) and Lord, ▇▇▇▇▇▇ & Co. LLC, a Delaware limited liability company (“Lord ▇▇▇▇▇▇”).
RECITALS
A. WHEREAS, Lord ▇▇▇▇▇▇ has entered into a Management Agreement with each Fund whereby Lord ▇▇▇▇▇▇ provides investment management services to each Fund.
B. WHEREAS, each Fund desires to retain Lord ▇▇▇▇▇▇ to provide certain administrative services and Lord ▇▇▇▇▇▇ is willing to provide, or arrange to have provided, such services upon the terms and conditions as hereinafter provided.
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, it is agreed as follows:
1. AGREEMENT TO PERFORM ADMINISTRATIVE SERVICES. Each Fund hereby employs Lord ▇▇▇▇▇▇ under the terms and conditions of this Agreement, and Lord ▇▇▇▇▇▇ hereby accepts such employment and agrees to perform the administrative services described below. It is understood that the persons employed by Lord ▇▇▇▇▇▇ to assist in the performance of its duties hereunder will not devote their full time to such services, and may in fact devote a substantial portion of their time to the performance of duties relating to Lord ▇▇▇▇▇▇’▇ provision of services to other clients, and nothing herein shall be deemed to limit or restrict the right of Lord ▇▇▇▇▇▇, its affiliates, and their respective employees, to engage in and devote time and attention to other business or to render services of whatever kind or nature to Lord ▇▇▇▇▇▇’▇ other clients.
2. LORD ▇▇▇▇▇▇ SERVICES AND DUTIES. Lord ▇▇▇▇▇▇ will provide, or arrange to have provided in accordance with section 3 below, for each Fund those facilities, equipment, and personnel to carry out the administrative services which are described in Exhibit 2 hereto (“Administrative Services”). Lord ▇▇▇▇▇▇ represents that it has sufficient personnel and experience to perform the Administrative Services, and agrees to perform such Administrative Services in accordance with industry standards for mutual fund administrators.
In performing its duties under this Agreement, Lord ▇▇▇▇▇▇ agrees that it shall observe and be bound by all of the provisions of (1) each Fund’s Articles of Incorporation/Declaration and Agreement of Trust and By-laws (including any amendments thereto) which in any way limit or restrict or prohibit or otherwise regulate any action by Lord ▇▇▇▇▇▇, (2) each Fund’s registration statement, and (3) the instructions and directions of the Boards of Directors/Trustees of each Fund. In addition, Lord ▇▇▇▇▇▇ agrees and warrants that it will use its best efforts to conform to and comply with the requirements of the Investment Company Act of 1940, as amended (“1940 Act”) and all other applicable federal and state laws and regulations.
3. LORD ▇▇▇▇▇▇ SUBCONTRACTORS. It is understood that Lord ▇▇▇▇▇▇ may from time to time employ or associate with such person or persons (“Subcontractors”) as Lord ▇▇▇▇▇▇ may believe to be particularly fitted to assist in its performance of this Agreement; provided, however, that the compensation of such Subcontractors shall be paid by Lord ▇▇▇▇▇▇ and that Lord ▇▇▇▇▇▇ shall be as fully responsible to each Fund for the acts and omissions of any Subcontractor as it is for its own acts and omissions. Lord ▇▇▇▇▇▇ shall use its best efforts to ensure that any Subcontractor complies with the provisions of section 2 above.
4. EXPENSES ASSUMED. Except as otherwise set forth in this section 4 or as otherwise approved by the Funds’ Boards of Directors/Trustees, Lord ▇▇▇▇▇▇ shall pay all expenses incurred by it in performing the Administrative Services, including the cost of providing office facilities, equipment and personnel related to such services. Each Fund will pay its own fees, costs, expenses or charges relating to its assets and operations, including without limitation: fees and expenses under the Management Agreement; fees and expenses of Directors/Trustees not affiliated with Lord ▇▇▇▇▇▇; governmental fees; interest charges; taxes; association membership dues; fees and charges for legal and auditing services; fees and expenses of any custodians or trustees with respect to custody of its assets; fees, charges and expenses of dividend disbursing agents, registrars and transfer agents (including the cost of keeping all necessary shareholder records and accounts, and of handling any problems relating thereto and the expense of furnishing to all shareholders statements of their accounts after every transaction, including the expense of mailing); costs and expenses of repurchase and redemption of its shares; costs and expenses of preparing, printing and mailing to shareholders ownership certificates, proxy statements and materials, prospectuses, reports and notices; costs of preparing reports to governmental agencies; brokerage fees and commissions of every kind and expenses in connection with the execution of portfolio security transactions (including the cost of any service or agency designed to facilitate the purchase and sale of portfolio securities); and all postage, insurance premiums, and any other fee, cost, expense or charge of any kind incurred by and on behalf of the Trust and not expressly assumed by Lord ▇▇▇▇▇▇ under this Agreement or the Management Agreement.
5. COMPENSATION. For the services rendered, facilities furnished and expenses assumed by Lord ▇▇▇▇▇▇ under this Agreement, each Fund will pay to Lord ▇▇▇▇▇▇ an annual administrative services fee, computed and payable monthly, at the annual rate of .04% of the value of the Fund’s average daily net assets. Such value shall be calculated in the same manner as provided in each Fund’s Management Agreement. It is specifically understood and agreed that any fees for fund accounting services payable by the Funds to State Street Bank and Trust Company pursuant to that separate Custodian and Investment Accounting Agreement dated November 1, 2001 shall be paid directly by Lord ▇▇▇▇▇▇ on behalf of the Funds. It is further understood and agreed that should the Funds’ regulatory environment change so that the costs to Lord ▇▇▇▇▇▇ of providing Administrative Services increase or decrease significantly, then Lord ▇▇▇▇▇▇ and the Funds’ Boards of Directors/Trustees will consider whether it would be appropriate to adjust the compensation under this Agreement.
6. STANDARD OF CARE. Other than to abide by the provisions hereof and render the services called for hereunder in good faith, Lord ▇▇▇▇▇▇ assumes no responsibility under this Agreement and, having so acted, Lord ▇▇▇▇▇▇ shall not be held liable or accountable for any mistakes of law or fact, or for any error or omission of its officers, directors, members or employees, or for any loss or damage arising or resulting therefrom suffered by a Fund or any of its shareholders, creditors, Directors/Trustees or officers; provided however, that nothing herein shall be deemed to protect Lord ▇▇▇▇▇▇ against any liability to the Fund or its shareholders by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties hereunder, or by reason of the reckless disregard of its obligations and duties hereunder.
7. CONFLICTS OF INTEREST. Neither this Agreement nor any other transaction between the parties hereto pursuant to this Agreement shall be invalidated or in any way affected by the fact that any of the Directors/Trustees, officers, shareholders, or other representatives of a Fund are or may be an interested person of Lord ▇▇▇▇▇▇, or any successor or assignee thereof, or that any or all of the officers, members, or other representatives of Lord ▇▇▇▇▇▇ are or may be an interested person of the Fund, except as otherwise may be provided in the 1940 Act. Lord ▇▇▇▇▇▇ in acting hereunder shall be an independent contractor and not an agent of the Funds.
8. EFFECTIVE DATE AND TERMINATION. This Agreement shall become effective with respect to a Fund on January 1, 2003, or at such other date as may be set by the Fund’s Board of Directors/Trustees by resolution, and shall continue in force for two years from the date hereof, and is renewable annually thereafter by specific approval of the Directors/Trustees of the Fund or by vote of a majority of the outstanding voting securities of the Fund; any such renewal shall be approved by the vote of a majority of the Directors/Trustees who are not
parties to this Agreement or interested persons of Lord ▇▇▇▇▇▇ or of the Fund, cast in person at a meeting called for the purpose of voting on such renewal.
This Agreement may be terminated without penalty at any time by the Directors/Trustees of a Fund or by Lord ▇▇▇▇▇▇ on 60 days’ written notice. This Agreement shall automatically terminate in the event of its assignment. The terms “interested persons,” “assignment” and “vote of a majority of the outstanding voting securities” shall have the same meaning as those terms are defined in the 1940 Act.
9. ADDITION OF NEW FUNDS TO AGREEMENT. In the event that a new fund is created in the Lord ▇▇▇▇▇▇ Family of Funds and such fund wishes to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under this Ageement, such fund shall be entitled to do so by executing and delivering to Lord ▇▇▇▇▇▇ a document accepting this Agreement. The employment of Lord ▇▇▇▇▇▇ on behalf of any new fund shall become effective upon Lord ▇▇▇▇▇▇’▇ receipt of such counterpart executed by such new fund.
10. INDIVIDUAL LIABILITY. The obligations of each Company/Trust, including those imposed hereby, are not personally binding upon, nor shall resort be had to the private property of, any of the Directors/Trustees, shareholders, officers, employees or agents of the Company/Trust individually, but are binding only upon the assets and property of the Company/Trust. Any and all personal liability, either at common law or in equity, or by statute or constitution, of every such Director/Trustee, shareholder, officer, employee or agent for any breach by the Company/Trust of any agreement, representation or warranty hereunder is hereby expressly waived as a condition of and in consideration for the execution of this Agreement by the Company/Trust.
11. LIABILITY OF FUNDS SEVERAL AND NOT JOINT. The obligations of a Fund under this Agreement are enforceable solely against that Fund and its assets.
12. DELAWARE LAW. This Agreement shall be construed and the provisions interpreted under and in accordance with the laws of the State of Delaware.
IN WITNESS WHEREOF, each of the parties has caused this Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On Behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested:
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested:
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF June 30, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
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Lord ▇▇▇▇▇▇ Affiliated Fund, Inc. |
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Lord ▇▇▇▇▇▇ Blend Trust |
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Lord ▇▇▇▇▇▇ Small-Cap Blend Fund |
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Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc. |
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Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc. |
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Lord ▇▇▇▇▇▇ Global Fund, Inc. |
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Equity Series |
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Income Series |
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Lord ▇▇▇▇▇▇ Investment Trust |
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Balanced Series |
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Core Fixed Income Fund |
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Lord ▇▇▇▇▇▇ High Yield Fund |
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Limited Duration U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Total Return Fund |
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U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Convertible Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc. |
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Lord ▇▇▇▇▇▇ Research Fund, Inc. |
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Lord ▇▇▇▇▇▇ America’s Value Fund |
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Lord ▇▇▇▇▇▇ Growth Opportunities Fund |
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Large-Cap Series |
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Small-Cap Value Series |
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Lord ▇▇▇▇▇▇ Securities Trust |
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Alpha Series |
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Lord ▇▇▇▇▇▇ All Value Fund |
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International Series |
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Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Micro-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Series Fund, Inc. |
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All Value Portfolio |
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America’s Value Portfolio |
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Bond-Debenture Portfolio |
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Growth and Income Portfolio |
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Growth Opportunities Portfolio |
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International Portfolio |
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Mid-Cap Value Portfolio |
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Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc. |
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Lord ▇▇▇▇▇▇ California Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ National Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Tax-Free Income Trust |
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Florida Series |
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Georgia Series |
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Michigan Series |
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Pennsylvania Series |
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Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund |
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Lord ▇▇▇▇▇▇ U.S. Government Securities Money Market Fund, Inc. |
EXHIBIT 2
TO
ADMINISTRATIVE SERVICES AGREEMENT
In accordance with section 2 of the Agreement, Lord ▇▇▇▇▇▇ will provide, or arrange to have provided, the following Administrative Services for each Fund:
(a) FUND ACCOUNTING, FINANCIAL REPORTING, SHAREHOLDER SERVICING AND TECHNOLOGY
(1) Perform Fund accounting services which include, but are not limited to, daily NAV calculation and dissemination, and maintenance of books and records as required by Rule 31 (a) of the ▇▇▇▇ ▇▇▇.
(2) Perform the functions of a mutual fund’s chief financial officer and treasurer.
(3) Perform Fund budgeting and accounts payable functions.
(4) Perform Financial Reporting, including reports to the Board of Directors/Trustees, and preparation of financial statements, NSARs and registration statements.
(5) Coordinate regulatory examinations.
(6) Calculate and facilitate payment of dividends.
(7) Oversee the preparation and ensure the filing of all Federal/State Tax Returns.
(8) Monitor the Fund’s compliance with IRS regulations.
(9) Monitor compliance with Fund policies on valuing (pricing) all Fund assets.
(10) Monitor Transfer Agent to ensure shareholder accounts are being processed in compliance with the appropriate regulations and are reflected appropriately in the Fund’s records. Ensure 12b-1 payments being paid by the Fund are accurate and in accordance with the 12b-1 plans.
(11) Maintain the technology platforms and market data feeds necessary for the daily accounting and reporting functions set forth in this Agreement.
(b) LEGAL, COMPLIANCE AND BLUE SKY FUNCTIONS
(1) Prepare and maintain files of all Board and shareholder meeting materials, including minutes.
(2) Monitor compliance by each Fund with various conditions imposed by exemptive orders and/or regulatory requirements relating to multiple classes of shares, and fund of funds.
(3) Prepare and review periodic Prospectus/Statement of Additional Information compliance reports.
(4) Prepare, update and file with the SEC the Funds’ registration statements, including pre-effective and post-effective amendments, Prospectuses, SAIs, and supplements.
(5) Prepare and/or review and file proxy materials with the SEC.
(6) Review annual and semi-annual reports of the Funds.
(7) Negotiate D&O/E&O insurance matters and annual renewals on behalf of the Funds.
(8) Monitor fidelity bond coverage for the Funds.
(9) Review Rule 24f-2 notices relating to registration fees and file with the SEC.
(10) Coordinate regulatory examinations of the Funds.
(11) Assist in preparation of Board members’ questionnaires.
(12) Register Fund shares with appropriate state blue sky authorities.
(13) Obtain and renew all sales permits required by relevant state authorities in order to permit the sale of shares in the state.
(14) Monitor the sale of shares in individual states.
(15) Respond to all blue sky audit and examination issues.
AMENDMENT 1
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following funds to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Growth Opportunities Portfolio
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 30th day of April, 2003.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested:
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF APRIL 30, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
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Lord ▇▇▇▇▇▇ Affiliated Fund, Inc. |
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Lord ▇▇▇▇▇▇ Blend Trust |
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Lord ▇▇▇▇▇▇ Small-Cap Blend Fund |
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Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc. |
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Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc. |
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Lord ▇▇▇▇▇▇ Global Fund, Inc. |
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Equity Series |
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Income Series |
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Lord ▇▇▇▇▇▇ Investment Trust |
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Balanced Series |
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Core Fixed Income Fund |
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Lord ▇▇▇▇▇▇ High Yield Fund |
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Limited Duration U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Total Return Fund |
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U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Large-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc. |
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Lord ▇▇▇▇▇▇ Research Fund, Inc. |
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Lord ▇▇▇▇▇▇ America’s Value Fund |
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Lord ▇▇▇▇▇▇ Growth Opportunities Fund |
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Large-Cap Series |
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Small-Cap Value Series |
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Lord ▇▇▇▇▇▇ Securities Trust |
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Alpha Series |
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Lord ▇▇▇▇▇▇ All Value Fund |
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International Series |
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Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Micro-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Series Fund, Inc. |
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All Value Portfolio |
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America’s Value Portfolio |
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Bond-Debenture Portfolio |
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Growth and Income Portfolio |
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Growth Opportunities Portfolio |
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International Portfolio |
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Mid-Cap Value Portfolio |
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Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc. |
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Lord ▇▇▇▇▇▇ California Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ National Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Tax-Free Income Trust |
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Florida Series |
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Georgia Series |
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Michigan Series |
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Pennsylvania Series |
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Lord ▇▇▇▇▇▇ U.S. Government Securities Money Market Fund, Inc. |
AMENDMENT 2
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following funds to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Investment Trust
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Securities Trust
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ Tax-Free Income Trust
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 30th day of June, 2003.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF JUNE 30, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
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Lord ▇▇▇▇▇▇ Affiliated Fund, Inc. |
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Lord ▇▇▇▇▇▇ Blend Trust |
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Lord ▇▇▇▇▇▇ Small-Cap Blend Fund |
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Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc. |
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Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc. |
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Lord ▇▇▇▇▇▇ Global Fund, Inc. |
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Equity Series |
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Income Series |
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Lord ▇▇▇▇▇▇ Investment Trust |
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Balanced Series |
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Core Fixed Income Fund |
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Lord ▇▇▇▇▇▇ High Yield Fund |
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Limited Duration U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Total Return Fund |
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U.S. Government Securities Series |
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Lord ▇▇▇▇▇▇ Convertible Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc. |
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Lord ▇▇▇▇▇▇ Research Fund, Inc. |
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Lord ▇▇▇▇▇▇ America’s Value Fund |
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Lord ▇▇▇▇▇▇ Growth Opportunities Fund |
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Large-Cap Series |
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Small-Cap Value Series |
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Lord ▇▇▇▇▇▇ Securities Trust |
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Alpha Series |
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Lord ▇▇▇▇▇▇ All Value Fund |
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International Series |
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Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Micro-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Series Fund, Inc. |
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All Value Portfolio |
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America’s Value Portfolio |
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Bond-Debenture Portfolio |
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Growth and Income Portfolio |
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Growth Opportunities Portfolio |
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International Portfolio |
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Mid-Cap Value Portfolio |
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Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc. |
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Lord ▇▇▇▇▇▇ California Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ National Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Tax-Free Income Trust |
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Florida Series |
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Georgia Series |
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Michigan Series |
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Pennsylvania Series |
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Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund |
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Lord ▇▇▇▇▇▇ U.S. Government Securities Money Market Fund, Inc. |
AMENDMENT 3
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Securities Trust
Lord ▇▇▇▇▇▇ International Core Equity Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 15th day of December, 2003.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF DECEMBER 15, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
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Lord ▇▇▇▇▇▇ Affiliated Fund, Inc. |
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Lord ▇▇▇▇▇▇ Blend Trust |
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Lord ▇▇▇▇▇▇ Small-Cap Blend Fund |
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Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc. |
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Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc. |
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Lord ▇▇▇▇▇▇ Global Fund, Inc. |
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Equity Series |
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Income Series |
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Lord ▇▇▇▇▇▇ Investment Trust |
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Balanced Series |
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Lord ▇▇▇▇▇▇ Core Fixed Income Fund |
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Lord ▇▇▇▇▇▇ High Yield Fund |
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Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored |
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Enterprises Fund |
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Lord ▇▇▇▇▇▇ Total Return Fund |
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Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund |
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Lord ▇▇▇▇▇▇ Convertible Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc. |
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Lord ▇▇▇▇▇▇ Research Fund, Inc. |
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Lord ▇▇▇▇▇▇ America’s Value Fund |
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Lord ▇▇▇▇▇▇ Growth Opportunities Fund |
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Large-Cap Series |
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Small-Cap Value Series |
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Lord ▇▇▇▇▇▇ Securities Trust |
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Alpha Series |
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Lord ▇▇▇▇▇▇ All Value Fund |
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Lord ▇▇▇▇▇▇ International Opportunities Fund |
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Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund |
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Lord ▇▇▇▇▇▇ Micro-Cap Value Fund |
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Lord ▇▇▇▇▇▇ Large-Cap Value Fund |
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Lord ▇▇▇▇▇▇ International Core Equity Fund |
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Lord ▇▇▇▇▇▇ Series Fund, Inc. |
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All Value Portfolio |
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America’s Value Portfolio |
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Bond-Debenture Portfolio |
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Growth and Income Portfolio |
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Growth Opportunities Portfolio |
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International Portfolio |
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Mid-Cap Value Portfolio |
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Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc. |
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Lord ▇▇▇▇▇▇ California Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ National Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Tax-Free Income Trust |
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Florida Series |
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Georgia Series |
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Michigan Series |
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Pennsylvania Series |
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Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund |
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Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market |
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Fund, Inc. |
AMENDMENT 4
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to amend SECTION 5. COMPENSATION;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The first sentence of Section 5 is hereby amended to read as follows:
For the services rendered, facilities furnished and expenses assumed by Lord ▇▇▇▇▇▇ under this Agreement, each Fund (other than Lord ▇▇▇▇▇▇ Securities Trust - Alpha Series and Lord ▇▇▇▇▇▇ Investment Trust - Balanced Series) will pay to Lord ▇▇▇▇▇▇ an annual administrative services fee, computed and payable monthly, at the annual rate of .04% of the value of the Fund’s average daily net assets.
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective with respect to the change in compensation relating to Lord ▇▇▇▇▇▇ Securities Trust - Alpha Series as of March 1, 2004 and relating to Lord ▇▇▇▇▇▇ Investment Trust - Balanced Series as of April 1, 2004.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF DECEMBER 15, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored
Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Large-Cap Series
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Tax-Free Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money
Market Fund, Inc.
AMENDMENT 5
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to amend EXHIBIT 2;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The first part of the first sentence of Exhibit 2 is hereby amended to read as follows:
In accordance with section 2 of the Agreement, Lord ▇▇▇▇▇▇ will provide, or arrange to have provided, to each Fund all Administrative Services (to the extent that such services do not constitute advisory services provided to the Fund under the Investment Management Agreement) including the following Administrative Services for each Fund:
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of December 9, 2004.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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EXHIBIT 1 (AMENDED AS OF DECEMBER 15, 2003)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored
Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Large-Cap Series
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Tax-Free Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money
Market Fund, Inc.
AMENDMENT 6
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Municipal Income Trust
(formerly Lord ▇▇▇▇▇▇ Tax-Free Income Trust)
-Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 30th day of December, 2004.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF DECEMBER 30, 2004)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored
Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ Tax-Free Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market
Fund, Inc.
AMENDMENT 7
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Series Fund, Inc.
-Lord ▇▇▇▇▇▇ Large-Cap Core Portfolio
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 13th day of April, 2005.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF APRIL 13, 2005)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored
Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Large-Cap Core Portfolio
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market
Fund, Inc.
AMENDMENT 8
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include additional funds;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1of the Agreement:
Lord ▇▇▇▇▇▇ Investment Trust
-Lord ▇▇▇▇▇▇ Income Strategy Fund
-Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund
2. The first sentence of Section 5 is hereby amended to read as follows:
For the services rendered, facilities furnished and expenses assumed by Lord ▇▇▇▇▇▇ under this Agreement, each Fund (other than Lord ▇▇▇▇▇▇ Securities Trust - Alpha Series and Lord ▇▇▇▇▇▇ Investment Trust - Balanced Series, Lord ▇▇▇▇▇▇ Income Strategy Fund and Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund) will pay to Lord ▇▇▇▇▇▇ an annual administrative services fee, computed and payable monthly, at the annual rate of .04% of the value of the Fund’s average daily net assets.
3. The Agreement shall remain the same in all other respects.
4. The Amendment is effective as of the 29th day of June, 2005.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF JUNE 29, 2005)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored
Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Income Strategy Fund
Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Large-Cap Core Portfolio
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc.
AMENDMENT
9
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include an additional fund;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Securities Trust
-Lord ▇▇▇▇▇▇ Value Opportunities Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 20th day of December, 2005.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF DECEMBER 20, 2005)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Balanced Series
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Income Strategy Fund
Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Alpha Series
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ Value Opportunities Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Mid-Cap Value Portfolio
Large-Cap Core Portfolio
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Florida Series
Georgia Series
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc.
AMENDMENT 10
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement;
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include an additional fund;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Investment Trust
-Lord ▇▇▇▇▇▇ Diversified Equity Strategy Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 29th day of June, 2006.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds |
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listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF June 29, 2006)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Income Series
Lord ▇▇▇▇▇▇ Investment Trust
Lord ▇▇▇▇▇▇ Balanced Strategy Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ Diversified Equity Strategy Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Income Strategy Fund
Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Fund
Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Florida Series
Georgia Series
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund
Michigan Series
Pennsylvania Series
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ Alpha Strategy Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Value Opportunities Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Large-Cap Core Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc.
AMENDMENT 11
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement; and
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include an additional fund;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Investment Trust
· Lord ▇▇▇▇▇▇ Floating Rate Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 14th day of December, 2007.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of each of the Lord ▇▇▇▇▇▇ Funds listed on Exhibit 1 Attached hereto |
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By: |
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF December 14, 2007)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Lord ▇▇▇▇▇▇ Developing Local Markets Fund(1)
Lord ▇▇▇▇▇▇ Investment Trust
Lord ▇▇▇▇▇▇ Balanced Strategy Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ Diversified Equity Strategy Fund
Lord ▇▇▇▇▇▇ Diversified Income Strategy Fund(2)
Lord ▇▇▇▇▇▇ Floating Rate Fund
Lord ▇▇▇▇▇▇ Growth & Income Strategy Fund(3)
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Income Fund(4)
Lord ▇▇▇▇▇▇ Short Duration Income Fund(5)
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
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Lord ▇▇▇▇▇▇ California Tax-Free Income Fund |
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund(6) |
(1) The Income Series has been renamed the Lord ▇▇▇▇▇▇ Developing Local Markets Fund.
(2) The Lord ▇▇▇▇▇▇ Income Strategy Fund has been renamed the Lord ▇▇▇▇▇▇ Diversified Income Strategy Fund.
(3) The Lord ▇▇▇▇▇▇ World Growth & Income Strategy Fund has been renamed the Lord ▇▇▇▇▇▇ Growth & Income Strategy Fund.
(4) Effective December 14, 2007, the U.S. Government & Government Sponsored Enterprises Fund will be renamed the Lord ▇▇▇▇▇▇ Income Fund.
(5) Effective December 14, 2007, the Lord ▇▇▇▇▇▇ Limited Duration U.S. Government & Government Sponsored Enterprises Fund will be renamed the Lord ▇▇▇▇▇▇ Short Duration Income Fund.
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Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ National Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund |
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Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund(6) |
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Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund(6) |
Lord ▇▇▇▇▇▇ Municipal Income Trust
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Florida Series(6) |
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Georgia Series |
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Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund |
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Lord ▇▇▇▇▇▇ Intermediate Tax-Free Fund(7) |
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Michigan Series(6) |
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Pennsylvania Series |
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ Alpha Strategy Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Value Opportunities Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Large-Cap Core Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc.
(6) At a meeting held on December 7, 2007, shareholders of the Lord ▇▇▇▇▇▇ Minnesota Tax-Free Income Fund, Lord ▇▇▇▇▇▇ Texas Tax-Free Income Fund, Lord ▇▇▇▇▇▇ Washington Tax-Free Income Fund, Florida Series, and Michigan Series approved the reorganization of each Fund into Lord ▇▇▇▇▇▇ National Tax-Free Income Fund. The reorganizations are expected to be completed on December 14, 2007.
(7) The Lord ▇▇▇▇▇▇ Insured Intermediate Tax-Free Fund was renamed the Lord ▇▇▇▇▇▇ Intermediate Tax-Free Fund.
AMENDMENT 12
to the
ADMINISTRATIVE SERVICES AGREEMENT
among
The Investment Companies comprising the Lord ▇▇▇▇▇▇ Family of Funds
(each, a “Fund” or collectively, the “Funds”) as set forth on Exhibit 1
and
Lord, ▇▇▇▇▇▇ & Co. LLC (“Lord ▇▇▇▇▇▇”)
WHEREAS, the Investment Companies named on Exhibit 1 and Lord ▇▇▇▇▇▇ entered into an Administrative Services Agreement dated December 12, 2002, as may be amended from time to time (the “Agreement”);
WHEREAS, Section 9 of the Agreement provides for the addition to the Agreement of new funds created in the Lord ▇▇▇▇▇▇ Family of Funds where such funds wish to engage Lord ▇▇▇▇▇▇ to perform Administrative Services under the Agreement; and
WHEREAS, the Funds and Lord ▇▇▇▇▇▇ desire to further amend the Agreement to include an additional fund;
NOW THEREFORE, in consideration of the mutual covenants and of other good and valuable consideration, receipt of which is hereby acknowledged, the parties mutually agree to amend the Agreement in the following respects:
1. The Agreement is hereby amended to add the following fund to Exhibit 1 of the Agreement:
Lord ▇▇▇▇▇▇ Securities Trust
· Lord ▇▇▇▇▇▇ International Dividend
Income Fund
2. The Agreement shall remain the same in all other respects.
3. The Amendment is effective as of the 20th day of June, 2008.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to the Agreement to be executed in its name and on its behalf by its duly authorized representative.
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On behalf of
each of the Lord ▇▇▇▇▇▇ Funds |
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By: |
/s/▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Chief Financial Officer |
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Attested: |
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/s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
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Vice President & Assistant Secretary |
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LORD, ▇▇▇▇▇▇ & CO. LLC |
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By: |
/s/▇▇▇▇▇▇ ▇. ▇▇▇ |
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▇▇▇▇▇▇ ▇. ▇▇▇ |
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Managing Member |
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Attested: |
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/s/▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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Member, General Counsel |
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EXHIBIT 1 (AMENDED AS OF JUNE 20, 2008) (1)
TO
ADMINISTRATIVE SERVICES AGREEMENT
The following funds comprise the Lord ▇▇▇▇▇▇ Family of Funds:
Lord ▇▇▇▇▇▇ Affiliated Fund, Inc.
Lord ▇▇▇▇▇▇ Blend Trust
Lord ▇▇▇▇▇▇ Small-Cap Blend Fund
Lord ▇▇▇▇▇▇ Bond-Debenture Fund, Inc.
Lord ▇▇▇▇▇▇ Developing Growth Fund, Inc.
Lord ▇▇▇▇▇▇ Global Fund, Inc.
Equity Series
Lord ▇▇▇▇▇▇ Developing Local Markets Fund
Lord ▇▇▇▇▇▇ Investment Trust
Lord ▇▇▇▇▇▇ Balanced Strategy Fund
Lord ▇▇▇▇▇▇ Convertible Fund
Lord ▇▇▇▇▇▇ Core Fixed Income Fund
Lord ▇▇▇▇▇▇ Diversified Equity Strategy Fund
Lord ▇▇▇▇▇▇ Diversified Income Strategy Fund
Lord ▇▇▇▇▇▇ Floating Rate Fund
Lord ▇▇▇▇▇▇ Growth & Income Strategy Fund
Lord ▇▇▇▇▇▇ High Yield Fund
Lord ▇▇▇▇▇▇ Income Fund
Lord ▇▇▇▇▇▇ Short Duration Income Fund
Lord ▇▇▇▇▇▇ Total Return Fund
Lord ▇▇▇▇▇▇ Large-Cap Growth Fund
Lord ▇▇▇▇▇▇ Mid-Cap Value Fund, Inc.
Lord ▇▇▇▇▇▇ Municipal Income Fund, Inc.
Lord ▇▇▇▇▇▇ California Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Connecticut Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Hawaii Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Missouri Tax-Free Income Fund
Lord ▇▇▇▇▇▇ National Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New Jersey Tax-Free Income Fund
Lord ▇▇▇▇▇▇ New York Tax-Free Income Fund
Lord ▇▇▇▇▇▇ Municipal Income Trust
Georgia Series
Lord ▇▇▇▇▇▇ High Yield Municipal Bond Fund
Lord ▇▇▇▇▇▇ Intermediate Tax-Free Fund
Pennsylvania Series
(1) As amended on June 20, 2008 to reflect the addition of the Lord ▇▇▇▇▇▇ International Dividend Income Fund, a series of Lord ▇▇▇▇▇▇ Securities Trust.
Lord ▇▇▇▇▇▇ Research Fund, Inc.
Lord ▇▇▇▇▇▇ America’s Value Fund
Lord ▇▇▇▇▇▇ Growth Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Core Fund
Small-Cap Value Series
Lord ▇▇▇▇▇▇ Securities Trust
Lord ▇▇▇▇▇▇ All Value Fund
Lord ▇▇▇▇▇▇ Alpha Strategy Fund
Lord ▇▇▇▇▇▇ International Core Equity Fund
Lord ▇▇▇▇▇▇ International Dividend Income Fund
Lord ▇▇▇▇▇▇ International Opportunities Fund
Lord ▇▇▇▇▇▇ Large-Cap Value Fund
Lord ▇▇▇▇▇▇ Micro-Cap Growth Fund
Lord ▇▇▇▇▇▇ Micro-Cap Value Fund
Lord ▇▇▇▇▇▇ Value Opportunities Fund
Lord ▇▇▇▇▇▇ Series Fund, Inc.
All Value Portfolio
America’s Value Portfolio
Bond-Debenture Portfolio
Growth and Income Portfolio
Growth Opportunities Portfolio
International Portfolio
Large-Cap Core Portfolio
Mid-Cap Value Portfolio
Lord ▇▇▇▇▇▇ U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc.