Exhibit EX-99.h.1
[LOGO OF PFPC]
CUSTOMER IDENTIFICATION SERVICES AMENDMENT
This Customer Identification Services Amendment (this "Amendment") amends,
as of the 1st day of October, 2003 (the "Effective Date"), the Transfer Agency
Agreement, dated as of November 5, 1991, as amended through January 6, 2003,
between The RBB FUND, Inc. (the "Company" or the "Fund") and PFPC Inc. ("PFPC")
(the "Agreement") on behalf of the portfolios listed on Schedule A to this
Amendment (each, a "Portfolio").
For valuable consideration, the receipt and sufficiency of which the
parties hereto hereby acknowledge, the Company and PFPC hereby agree as follows:
Section 1 (Addition of CIP Services section to the Agreement). As of the
Effective Date, the Agreement shall be amended by the addition of the following
as the new final section of the agreement:
CIP Services. The Company, on behalf of each Portfolio, hereby
delegates to PFPC the performance of its Customer Identification
Program (which the Fund is required to have under regulations issued
under Section 326 of the USA PATRIOT Act). In the performance of such
duties, PFPC will do the following:
(a) Implement procedures under which new accounts in a Portfolio are
not established unless PFPC has obtained the name, date of birth
(for natural persons only), address and government-issued
identification number (collectively, the "Data Elements") for
each corresponding Customer (as defined in 31 CFR 103.131).
(b) Use collected Data Elements to attempt to reasonably verify the
identity of each new Customer promptly before or after each
corresponding new account is opened. Methods may consist of
non-documentary methods (for which PFPC may use unaffiliated
information vendors to assist with such verifications) and
documentary methods (as permitted by 31 CFR 103.131), and may
include procedures under which PFPC personnel perform enhanced
due diligence to verify the identities of Customers the
identities of whom were not successfully verified through the
first-level (which will typically be reliance on results obtained
from an information vendor) verification process(es).
(c) Record the Data Elements and maintain records relating to
verification of new Customers consistent with 31 CFR
103.131(b)(3).
(d) Determine whether such account appears on any list of known or
suspected terrorists or terrorist organizations provided by any
government agency consistent with 31 CFR 103.131(b)(4).
(e) Regularly report to the Company about measures taken under
(a)-(d) above.
(f) If PFPC provides services by which prospective Customers may
subscribe for shares in a Portfolio via the Internet or
telephone, work with the a Portfolio to notify prospective
Customers, consistent with 31 CFR 103.(b)(5), about the Company's
CIP.
(g) Set forth on a separate fee schedule compensation amounts due for
these CIP Services.
Notwithstanding anything to the contrary, and without expanding the
scope of the express language above, PFPC need not collect the Data
Elements for (or verify) prospective customer (or accounts) beyond the
requirements of relevant regulation (for example, PFPC will not verify
customers opening accounts through NSCC) and PFPC need not perform any
task that need not be performed for the Company to be in compliance
with relevant regulation.
The Company hereby agrees each Portfolio may rely upon the Customer
Identification Programs of any other Portfolio with respect to
prospective investors who are then existing customers of such other
Portfolio. Given such inter-company (or inter-fund) agreement(s), PFPC
need not perform steps (a)-(g) above with respect to any subscriber
who is then a customer of any other Portfolio in the Company.
PFPC hereby represents and warrants that (1) it has implemented an
anti-money laundering program and (2) will certify annually to the
Company that it will perform the Company's CIP as set forth herein.
Section 2 (General provisions). This Amendment contains the entire
understanding between the parties with respect to the services contemplated
hereby. Except as expressly set forth herein, the Agreement shall remain
unaffected hereby.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers, as of the day and year first above
written.
The RBB Fund, Inc.
By:
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Name:
Title:
PFPC INC.
By:
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Name: Xxxxxxxxx X. Xxxxxx
Title: Director, Client Services
Schedule A
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RBB, Inc. Portfolios are as follows:
Money Market Portfolio
Xxxxx 500 Growth Fund
Xxxxx Investment Management Small Cap Growth Fund
Boston Partners Large Cap Value Fund
Boston Partners Mid Cap Value Fund
Boston Partners Small Cap Value Fund II
Boston Partners All-Cap Value Fund
Boston Partners Long/Short Equity Fund
n/i numeric investors Emerging Growth Fund
n/i numeric investors Growth Fund
n/i numeric investors Mid Cap Fund
n/i numeric investors Small Cap Value Fund
Xxxxxxxxx Small Cap Value Fund
Xxxxxxxxx Value Fund
