AMENDMENT DATED NOVEMBER 12, 2009
TO AMENDED AND RESTATED ADMINISTRATION AGREEMENT
THIS AMENDMENT TO AMENDED AND RESTATED ADMINISTRATION AGREEMENT (this
"AMENDMENT") is entered into as of the 12th day of November, 2009, by and
between the Advisors' Inner Circle Fund (the "TRUST"), on behalf of AIG Money
Market Fund (the "FUND") and SEI Investments Global Funds Services ("SEI GFS").
For purposes of this Amendment, AIG Asset Management (U.S.), LLC (formerly AIG
Global Investment Corp.) advisor of the Fund, shall be referred to as (the
"ADVISOR").
WHEREAS, the Trust and SEI GFS entered into an Amended and Restated
Administration Agreement, dated as of the 12th day of November, 2002 (the
"AGREEMENT");
WHEREAS, the Trust, the Fund and SEI GFS entered into an Amendment to the
Amended and Restated Administration Agreement dated May 20, 2005 (the "2005
AMENDMENT"); and
WHEREAS, the Trust, on behalf of the Fund, the Fund and SEI GFS desire to
amend the terms of the Agreement, as amended by the 2005 Amendment, as provided
herein.
NOW THEREFORE, in consideration of the premises, covenants, representations
and warranties contained herein, the parties hereto intending to be legally
bound agree as follows:
1. ADVISOR NAME CHANGE. Pursuant to an agreement dated September 13, 2009,
whereby AIG Global Investment Corp. transferred, conveyed and delivered to
Advisor all of its right, title and interest in and to, and its obligations
under the Advisory Agreement effective November 21, 1994 by and between AIG
Global Investment Corp. (as successor to AIG Capital Management Corp.) and the
Trust, Advisor became the Fund advisor effective from and after September 13,
2009.
2. SCHEDULE 4.1 OF THE AGREEMENT. Pursuant to Article 4 of the Agreement,
Schedule 4.1 is hereby deleted and replaced in its entirety as set forth in
Attachment 1 to this Amendment.
3. RATIFICATION OF AGREEMENT. Except as expressly amended and provided
herein, all of the terms, conditions and provisions of the Agreement shall
continue in full force and effect.
4. COUNTERPARTS. This Amendment shall become binding when any one or more
counterparts hereof individually or taken together, shall bear the original,
facsimile or scanned signature of each of the parties hereto. This Amendment may
be executed in two or more counterparts, each of which when so executed shall be
deemed to be an original, but such counterparts shall together constitute but
one and the same instrument.
5. GOVERNING LAW. This Amendment shall be construed in accordance with the
laws of the Commonwealth of Massachusetts without giving effect to the conflict
of law provisions thereof.
6. BINDING EFFECT. This Amendment shall be binding upon, and shall inure to
the benefit of the Trust, the Fund, SEI GFS and their respective permitted
successors and assigns.
7. ENTIRE AGREEMENT. This Amendment sets forth the entire understanding of
the parties with respect to the subject matter hereof. This Amendment supersedes
all prior or contemporaneous representations, discussions, negotiations,
letters, proposals, agreements and understandings between the parties hereto
with respect to the subject matter hereof, whether written or oral.
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment by
their duly authorized representatives as of the day and year first above
written.
THE ADVISORS' INNER CIRCLE FUND,
On behalf of the AIG Money Market Fund
BY: /s/ Xxxx Xxxxxxxxx
-----------------------------
Name: Xxxx Xxxxxxxxx
Title: President
SEI INVESTMENTS GLOBAL FUNDS SERVICES
BY: /s/ Xxxx Xxxxxxxxx
-----------------------------
Name: Xxxx Xxxxxxxxx
Title: SVP
AGREED TO AND ACCEPTED BY:
AIG Money Market Fund
By: AIG Asset Management (U.S.), LLC, its Advisor
BY: /s/ Xxxx Xxxxxxxx
-----------------------------
Name: Xxxx Xxxxxxxx
Title: Vice President
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ATTACHMENT 1
AIG MONEY MARKET FUND
SCHEDULE 4.1 DATED NOVEMBER 12, 2009 TO
AMENDED AND RESTATED ADMINISTRATION AGREEMENT
DATED AS OF NOVEMBER 12, 2002
BETWEEN
THE ADVISORS' INNER CIRCLE FUND,
ON BEHALF OF AIG MONEY MARKET FUND
AND
SEI INVESTMENTS GLOBAL FUNDS SERVICES
FUND: AIG MONEY MARKET FUND
FEES: The following fees are due and payable monthly to SEI GFS
pursuant to Article 4 of the Agreement. The Fund will be
charged the greater of its Asset Based Fee or its Annual
Minimum Fee, in each case calculated in the manner set
forth below.
ASSET BASED FEE: 5 basis points on the first $1 billion in assets;
3 basis points for all assets in excess of $1 billion.
The Asset Based Fee shall be calculated based on the
aggregate average daily net assets of the Fund during
the period.
ANNUAL MINIMUM FEE: The Annual Minimum Fee shall be $110,000 per
Fund. The foregoing Annual Minimum Fees assume that the
Fund includes one class. In the event the Fund is
comprised of more than one class, the Fund will be
assessed an additional annual fee equal to $15,000 per
class.
TRANSFER AGENCY FEE: SEI GFS, as Administrator, agrees to waive a portion
of its administration fee to pay for transfer
agency expenses on behalf of the Fund not to exceed
$110,000 annually; provided that the aggregate average net
assets of the Fund remains greater than $500 million. The
Fund will assume responsibility for any transfer agency
expenses in the event that the aggregate average annual
net assets fall below $500 million.
TERM: The term of this Schedule shall continue in effect with
respect to the Fund through and until November 30, 2012
(the "Initial Term"). Following expiration of the Initial
Term, this Schedule shall continue in effect for
successive one year periods (each, a "Renewal Term"). This
Schedule may be terminated only by either party at the end
of the Initial Term or the end of any Renewal Term on
ninety days prior written notice. The Fund will not be
responsible for any remaining term of the Agreement in the
event of a liquidation of all Fund assets prior to the
expiration of this Agreement.
ASSUMPTIONS: The Fund shall not receive distribution services (VRU,
sales tracking, wholesaling support, marketing support).
SEI Investments Distribution Co. ("SIDCO") continues to
provide the services outlined in the Distribution
Agreement dated November 12, 2002 between SIDCo and the
Advisors Inner Circle Trust.
This fee schedule, with stated terms, applies only to the
Fund listed above for the agreed upon term. Any additional
funds or classes must be negotiated as a separate fee
arrangement.
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