Exhibit 4 (c)
AMENDMENT TO INVESTMENT ADVISORY AND ADMINISTRATION AGREEMENT
THIS AGREEMENT is made as of August 25, 2003, by and between UBS
FINANCIAL SERVICES INC., a Delaware corporation ("Manager"), and UBS MUNICIPAL
MONEY MARKET SERIES, a Massachusetts business trust (the "Trust"), on behalf of
its series, UBS RMA New Jersey Municipal Money Fund ("Fund").
W I T N E S S E T H:
WHEREAS, there is now in effect an Investment Advisory and
Administration Agreement dated as of April 13, 1995, providing for services to
be furnished to the Fund by the Manager on certain terms and conditions and
subject to certain provisions set forth therein; and
WHEREAS, the Fund and the Manager wish to amend said Agreement and such
amendment has been approved as required by the terms of the Agreement;
NOW THEREFORE, the parties agree as follows:
1. Section 8(a) of the Investment Advisory and Administration Agreement
is amended, effective as of August 29, 2003, by the insertion of breakpoints in
the compensation schedule and the removal of references to series of the Trust
which no longer exist, to read as follows:
"8. Compensation.
(a) For the services provided and the expenses assumed pursuant to this
Contract with respect to the New Jersey Series, the Fund will pay to Manager a
fee, computed daily and paid monthly, at the annual rate of such Series' average
daily net assets set forth below:
Up to $300 million of average daily net assets ............. 0.50%
In excess of $300 million up to $750 million ............... 0.44%
Over $750 million .......................................... 0.36%."
2. In all other respects said Investment Advisory and Administration
Agreement is reaffirmed and shall continue in effect for the period provided by
such Agreement.
3. This Agreement may be executed in several counterparts, each of
which shall be original.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in their names by their duly authorized officers as of the date and
year first above written.
UBS FINANCIAL SERVICES INC. UBS FINANCIAL SERVICES INC.
By: /s/ Xxx Xxxxx By: /s/ Xxxxxx X. Xxxxxxx
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Name: Xxx Xxxxx Name: Xxxxxx X. Xxxxxxx
Title: Executive Vice President Title: Executive Vice President
UBS MUNICIPAL MONEY MARKET UBS MUNICIPAL MONEY MARKET
SERIES SERIES
By: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxxx
---------------------------- ------------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxxxxxx
Title: Vice President and Title: Vice President and
Assistant Secretary Assistant Secretary
