Exhibit No. EX-99.g.1.aa
FORM OF AMENDMENT
[JPMORGAN LOGO]
JPMORGAN CHASE BANK
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▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
April 29, 2004
UBS Relationship Funds
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▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
RE: AMENDMENT TO MULTIPLE SERVICES AGREEMENT EFFECTIVE MAY 9, 1997
SCHEDULES B1 AND F TO REFLECT THE ADDITION OF A SERIES, NAME CHANGES
TO SERIES AND ELIMINATION OF A SERIES
Dear Sirs:
We refer to the Multiple Services Agreement effective May 9, 1997 (the "MSA")
between ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Trust Company, which was succeeded by JPMorgan Chase
Bank, and the UBS Relationship Funds.
The parties hereby agree as follows:
1. "Schedule B1 - List of Series of UBS Relationship Funds as last
amended on April 29, 2003" IS REPLACED in its entirety with "Schedule
B1 - List of Series of UBS Relationship Funds as last amended on April
29, 2004" attached hereto.
2. "Schedule F - Fee Schedule for UBS Relationship Funds as last amended
on April 29, 2003" IS REPLACED in its entirety with "Schedule F - Fee
Schedule for UBS Relationship Funds as last amended on April 29,
2004," attached hereto.
The MSA, as amended by this letter amendment, shall continue in full force
and effect.
Please evidence your acceptance of the terms of this letter by signing
below and returning one copy to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇▇ Investor Services
Co., ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇.
Very truly yours,
JPMORGAN CHASE BANK
By:
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: Vice President
Accepted and Agreed:
UBS RELATIONSHIP FUNDS
By:
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Treasurer and Principal Accounting Officer
SCHEDULE B1
LIST OF SERIES OF UBS RELATIONSHIP FUNDS
AS LAST AMENDED APRIL 29, 2004
UBS Global Securities Relationship Fund
UBS Global Aggregate Bond Relationship Fund
UBS U.S. Large Cap Equity Relationship Fund
UBS Large-Cap Select Equity Relationship Fund
UBS U.S. Intermediate Cap Equity Relationship Fund
UBS U.S. Large-Cap Value Equity Relationship Fund
UBS Small-Cap Equity Relationship Fund
UBS International Equity Relationship Fund
UBS Emerging Markets Equity Relationship Fund
UBS U.S. Core Plus Relationship Fund
UBS U.S. Bond Relationship Fund
UBS Short Duration Relationship Fund
UBS Enhanced Yield Relationship Fund
UBS Short-Term Relationship Fund
UBS U.S. Treasury Inflation Protected Securities Relationship Fund
UBS U.S. Cash Management Prime Relationship Fund
UBS High Yield Relationship Fund
UBS Defensive High Yield Relationship Fund
UBS Emerging Markets Debt Relationship Fund
UBS U.S. Securitized Mortgage Relationship Fund
UBS Opportunistic Emerging Markets Debt Relationship Fund
UBS Opportunistic High Yield Relationship Fund
UBS Corporate Bond Relationship Fund
UBS All Country World Ex US Equity Relationship Fund
SCHEDULE F
FEE SCHEDULE FOR UBS RELATIONSHIP FUNDS
AS LAST AMENDED ON APRIL 29, 2004
ACCOUNTING, ADMINISTRATION, TRANSFER AGENCY AND
CUSTODY SERVICES ANNUAL FEE SCHEDULE
1. On an annual basis, 4.00 basis points of the average weekly U.S. net
assets of the Customer, 9.00 basis points of the average weekly
non-U.S. net assets of the Customer, 32.50 basis points of the average
weekly emerging markets equity net assets of the Customer, 9.00 basis
points of the average weekly emerging markets debt non-U.S. dollar
denominated net assets of the Customer, and 4.00 basis points of the
average weekly emerging markets debt U.S. dollar denominated net
assets of the Customer. A $10,000 per fund fixed fee will also apply
for any fund of funds arrangements.
There will be an annual fee of $25 for each shareholder account within
UBS Relationship Funds.
An additional fee of 7.50 basis points will be charged for
administrative duties. PLEASE NOTE: The additional fee of 7.50 basis
points can ONLY be charged up to the extent it does not make a fund
exceed its expense cap. Please see below for the expense caps of each
fund within the UBS Relationship Funds:
Fund Expense Cap
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UBS Global Securities Relationship Fund 8.75 basis points
UBS Global Aggregate Bond Relationship Fund 8.75 basis points
UBS U.S. Large Cap Equity Relationship Fund 4.75 basis points
UBS Large-Cap Select Equity Relationship Fund 4.75 basis points
UBS U.S. Intermediate Cap Equity Relationship Fund 4.75 basis points
UBS U.S. Large-Cap Value Equity Relationship Fund 4.75 basis points
UBS Small-Cap Equity Relationship Fund 3.75 basis points
UBS International Equity Relationship Fund 9 basis points
UBS Emerging Markets Equity Relationship Fund 50 basis points
UBS U.S. Core Plus Relationship Fund 8.75 basis points
UBS U.S. Bond Relationship Fund 4.75 basis points
UBS Short Duration Relationship Fund 4.75 basis points
UBS Enhanced Yield Relationship Fund 4.75 basis points
UBS Short-Term Relationship Fund 8.75 basis points
UBS U.S. Treasury Inflation Protected Securities Relationship Fund 4.75 basis points
UBS U.S. Cash Management Prime Relationship Fund 1.00 basis point
UBS High Yield Relationship Fund 3.75 basis points
UBS Defensive High Yield Relationship Fund 4.75 basis points
UBS Emerging Markets Debt Relationship Fund 50 basis points
UBS U.S. Securitized Mortgage Relationship Fund 13.75 basis points
UBS Opportunistic Emerging Markets Debt Relationship Fund 50 basis points
UBS Opportunistic High Yield Relationship Fund 13.75 basis points
UBS Corporate Bond Relationship Fund 10 basis points
UBS All Country World Ex US Equity Relationship Fund 23 basis points
For purposes of this Schedule F, the "AVERAGE WEEKLY U.S. ASSETS OF
THE CUSTOMER" means the average weekly U.S. assets custodied within
the United States of the Customer as calculated by the Accounting
Agent for the month for which the statement reflecting the charges for
a given month relates. For purposes of this Schedule F, the "AVERAGE
WEEKLY NON-U.S. ASSETS OF THE CUSTOMER" means the average weekly
balance of countries included in the ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Capital World
Ex-U.S.A. (Free) Index or the Salomon Non-U.S. Government Bond Index
(including assets with a country of issue of the European Economic
Community and held in Euroclear or CEDEL) custodied outside the United
States of the Customer as calculated by the Accounting Agent for the
month for which the statement reflecting the charges for a given month
relates. For purposes of this Schedule F, the "AVERAGE WEEKLY EMERGING
MARKETS EQUITY ASSETS OF THE CUSTOMER" means the average weekly
balance of the countries included in the International Finance
Corporation Global Index (excluding countries included in the ▇▇▇▇▇▇
▇▇▇▇▇▇▇ Capital World Ex-U.S.A. (Free) Index or the Salmon Non-U.S.
Government Bond Index, but including assets with a country of issue in
the local market contained in such index that are held in Euroclear or
CEDEL) custodied outside the United States of the UBS Emerging Markets
Equity Relationship Fund as calculated by the Accounting Agent for the
month for which the statement reflecting the charges for a given month
relates. For purposes of this Schedule F, the "AVERAGE WEEKLY EMERGING
MARKETS DEBT ASSETS OF THE CUSTOMER" means the average weekly balance
of the countries included in the ▇.▇. ▇▇▇▇▇▇ Emerging Markets Bond
Index Plus custodied outside the United States of the UBS Emerging
Markets Debt Relationship Fund (including assets with a country of
issue in the local market contained in such index that are held in
Euroclear or CEDEL) as calculated by the Accounting Agent for the
month for which the statement reflecting the charges for a given month
relates.
Those fees include all out-of-pocket expenses or transaction charges
incurred by the accountant, administrator, transfer agent and
custodian with the exception of the following.
The Customer will be billed directly by Other Parties for the
following direct Customer expenses or transaction charges:
(1) taxes;
(2) salaries and other fees of officers and directors who are not
officers, directors, shareholders or employees of Other Parties,
or the Customer's investment adviser;
(3) SEC and state Blue Sky registration and qualification fees,
levies, fines and other charges;
(4) ▇▇▇▇▇ filing fees;
(5) independent public accountants;
(6) insurance premiums including fidelity bond premiums;
(7) outside legal expenses;
(8) costs of maintenance of corporate existence;
(9) expenses of typesetting and printing of prospectuses for
regulatory purposes and for distribution to current shareholders
of the Customer;
(10) expenses of printing and production costs of shareholders'
reports and proxy statements and materials;
(11) trade association dues and expenses; and
(12) travel and lodging expenses of the Customer's directors and
officers who are not directors, officers and/or employees of
Other Parties.
Customer will not be billed directly for any direct Customer Expenses
or pay any other direct Customer expenses, unless the payment of such
direct expenses is agreed to in writing by Customer.
2. Upon termination of the provision of services under this Agreement
before the end of any month, the fee for the part of the month before
such termination or the date after which the provision of services
ceases, whichever is later, shall be prorated according to the
proportion which such part bears to the full monthly period and shall
be payable upon the date of such termination or the date after which
the provision of the services ceases, whichever is later.