AMENDMENT AND ASSIGNMENT OF
ADVISORS' INNER CIRCLE FUND II CUSTODY AGREEMENT
THIS AMENDMENT AND ASSIGNMENT dated this 9th day of August, 2006 to
Mutual Fund Custody Agreement (the "Agreement") dated as of September 1, 2004,
by and between the Advisors' Inner Circle Fund II (the "Fund"), a Massachusetts
business trust and Wachovia Bank, National Association (formerly First Union
National Bank) ("Wachovia"), shall be as follows:
WHEREAS, the Fund and Wachovia have previously entered into the
Agreement and Fund has established and/or has an interest in one or more
custodial accounts (each an "Account") with Wachovia pursuant to the terms of
the Agreement.
WHEREAS, effective December 30, 2005, Wachovia Corporation sold its
institutional custody services business to U.S. Bank National Association ("U.S.
Bank").
WHEREAS, the parties desire to amend the said Agreement to assign the
Agreement from Wachovia to U.S. Bank; and
WHEREAS, section 31 of the Agreement allows for its amendment by a
written instrument executed by both parties.
NOW, THEREFORE, the parties agree as follows:
Effective August 8th, 2006, all references to Wachovia Bank, N.A. in
the Agreement should be replaced with U.S. Bank, ▇.▇.
▇.▇. Bank represents that it is a national bank authorized to accept and execute
custody arrangements under the authority granted to it by the United States
Department of the Treasury, Office of the Comptroller of the Currency. U.S. Bank
hereby: (i) confirms it is qualified to establish and maintain the Account(s)
and act as custodian to the Fund; (ii) confirms the assignment and its
acceptance of the powers, rights, functions, duties and interests as successor
to Wachovia under the Agreement; (iii) represents that it is eligible, and
satisfies all applicable requirements and qualifications to become successor
custodian, and (iv) agrees to perform each of such duties and obligations
provided in the Agreement and subject to the provisions currently set forth
therein
Except to the extent supplemented hereby, the Agreement shall remain in
full force and effect.
1
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by a duly authorized officer on one or more counterparts as of the date
and year first written above.
THE ADVISORS' INNER CIRCLE FUND II U.S. BANK, N.A.
By: By:
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Name: Name:
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Title: Title:
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