AMENDMENT NO. 2 TO THE ADMINISTRATION AND ACCOUNTING AGREEMENT
This Amendment No. 2 (the "Amendment") is made as of September __, 2004 to the
Administration Agreement made as of October 8, 2001, as amended on January 4,
2004 (the "Agreement") by and between Xxxxxxxx Series Trust, a Massachusetts
Business Trust (the "Trust") and SEI INVESTMENTS MUTUAL FUNDS SERVICES ("the
Administrator").
WHEREAS, the Administrator, now know as SEI Investments Global Funds
Services, provides administration and accounting services to the Trust;
WHEREAS, each of the parties to the Agreement now wish to amend Schedule B
of the Agreement to effect the addition of three new portfolios of the Trust;
WHEREAS, Article 13 of the Agreement permits amendment only by an
instrument in writing signed by the party against which enforcement of the
change may be sought, being both parties in this case;
NOW THEREFORE, for and in consideration of the promises and the mutual
covenants herein contained, the parties hereby agree as follows:
1. Schedule B to the Agreement shall be replaced in its entirety with the
amended Schedule B attached hereto as Exhibit A.
2. Except as specifically set forth herein, all other provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first written above.
SEI INVESTMENTS GLOBAL FUNDS SERVICES XXXXXXXX SERIES TRUST
By: By:
------------------------------ --------------------------------
Name: Name:
Title: Title:
SCHEDULE B
TO THE ADMINISTRATION AGREEMENT
DATED AS OF OCTOBER 8, 2001
AMENDED AS OF JANUARY 4, 2004 AND SEPTEMBER __, 2004
BETWEEN
XXXXXXXX SERIES TRUST
AND
SEI INVETMENTS GLOBAL FUNDS SERVICES
Portfolios: This agreement shall apply with respect to all portfolios of the
Trust, either now existing or in the future created. The
following is a list of the current portfolios of the Trust
(collectively, the "Portfolios"):
Xxxxxxxx Small Capitalization Value Fund
Xxxxxxxx Municipal Bond Bund
Xxxxxxxx Short-Term Municipal Bond Fund
Xxxxxxxx U.S. Core Fixed Income Fund
Xxxxxxxx Enhanced Income Fund
Fees: Pursuant to Article 4, commencing as of September __, 2004, each
Portfolio shall pay the Administrator its pro rata portion of the
following fees, calculated based upon the aggregate average daily
net assets of Xxxxxxxx Capital Funds (Delaware) and Xxxxxxxx
Series Trust (the "Xxxxxxxx Funds Complex"):
0.15% on the first $300 million of average daily net assets 0.12%
on average daily net assets in excess of $300 million
This fee schedule is subject to a cumulative minimum annual fee
for the Xxxxxxxx Funds Complex of nine (9) Portfolios in
existence as of the date of this agreement, in the amount of
$588,000 for all such portfolios and classes.
The minimum fee shall be increased for each Portfolio in excess
of nine (9) Portfolios in the Xxxxxxxx Funds Complex in existence
as of the date of this Amendment, as follows: $50,000 for each
Portfolio that invests primarily in domestic securities and
$70,000 for each Portfolio that invests primarily in
international securities.
The minimum fee shall be increased for each new class added to
any Portfolio in the Xxxxxxxx Funds Complex after the date of
this Amendment, as follows: $12,500 for each new class added to a
Portfolio that invests primarily in domestic securities, and
$17,500 for each new class added to a Portfolio that
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invests primarily in international securities.
The minimum fee shall be decreased if any Portfolio in the
Xxxxxxxx Funds Complex is fully liquidated after the date of this
Amendment, as follows: $50,000 for each Portfolio that invests
primarily in domestic securities and $70,000 for each Portfolio
that invests primarily in international securities.
The minimum fee shall be decreased if any class in the Xxxxxxxx
Funds Complex is liquidated after the date of this Amendment, as
follows: $12,500 for each class that invests primarily in
domestic securities, and $17,500 for each class that invests
primarily in international securities.
Notwithstanding the foregoing, under no circumstances will the
minimum annual fee for the Xxxxxxxx Funds Complex be less than
$400,000 for all portfolios and classes in existence during the
term of the Agreement.
Term: This Amendment shall become effective on September __, 2004, and
the Agreement shall remain in effect through October 31, 2004
("Initial Term") and, thereafter, shall renew and continue in
full force and effect unless and until the Agreement is
terminated by either party in accordance with the provisions of
Article 6 thereof.
[END OF SCHEDULE B]
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