Exhibit 10.32.1
AMENDMENT NO. 1
TO
AMENDED AND
RESTATED
CAPITAL SUPPORT
AGREEMENT
THIS AMENDMENT NO. 1 (the
“Amendment”) to the Amended and Restated Capital
Support Agreement, effective as of the 13th day of March 2009 (the
“Amendment Effective Date”), between SEI Daily Income
Trust (the “Trust”) for and on behalf of its Prime
Obligation Fund (the “Fund”) and SEI Investments
Company (the “Support Provider”).
WHEREAS:
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1.
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The parties
hereto have entered into an Amended and Restated Capital Support
Agreement, dated as of November 5, 2008 (the
“Agreement”);
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2.
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The Support
Provider intends to purchase from the Fund no later than
March 31, 2009 all of the Covered Investments that are issued
by Cheyne Finance, LLC and Gryphon Funding Limited (together, the
“Cheyne Notes”); and
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3.
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Upon completion
of the purchase, the parties wish to reduce the Required Collateral
Amount to reflect the decreased level of Covered Investments held
by the Fund.
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NOW THEREFORE, in consideration of
the premises, covenants, representations and warranties contained
herein and intending to be legally bound hereby, the parties hereto
agree as follows:
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1.
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Unless
otherwise expressly provided herein, capitalized terms used herein
shall have the meanings assigned to them in the
Agreement.
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2.
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No later than
March 31, 2009, Support Provider shall purchase the Cheyne
Notes from the Fund at a purchase price to be determined in
accordance with Rule 17a-9 under the Investment Company Act of
1940.
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3.
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Promptly after
receipt by the Fund of payment for the sale of the Cheyne Notes,
the Fund shall cancel the Letter of Credit issued by JPMorgan Chase
Bank, N.A. to the Fund dated November 8, 2007 in the amount of
one hundred twenty six million dollars ($126,000,000) (the
“Covered LOC”).
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4.
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Effective upon
receipt by the Fund of payment for the sale of the Cheyne Notes,
Section 1(j) of the Agreement shall be deleted in its entirety
and replaced as set forth below:
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“Required Collateral
Amount” means Collateral having a value equal to the amount
by which the Amortized Cost Value of the Covered Investments
exceeds 90% of the then-current market value of the Covered
Investments as determined by the Fund for purposes of calculating
the Fund’s net asset value per share.
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5.
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Effective upon
receipt by the Fund of payment for the sale of the Cheyne Notes,
Schedule A to the Agreement shall be deleted in its entirety and
replaced with the Schedule A attached hereto.
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1
IN WITNESS WHEREOF, the parties
caused this Amendment No. 1 to the Capital Support Agreement
to be executed this 13th day of March, 2009.
