Exhibit 10(xxxv)(3)
AMENDMENT NO. 3 TO
CAPITAL SUPPORT AGREEMENT
This Amendment No. 3 (the
“Amendment”) to the Capital Support Agreement, is made
as of the 24th day of February 2009, by and between NORTHERN TRUST
CORPORATION (the “Support Provider”) and NORTHERN
INSTITUTIONAL FUNDS (the “Trust”), on behalf of its
series the Liquid Assets Portfolio (the
“Fund”).
WHEREAS, the parties have entered
into a Capital Support Agreement (the “Agreement”),
dated as of February 21, 2008 and amended the Agreement on
July 15, 2008 and September 29, 2008; and
WHEREAS, the parties desire to
further amend the Agreement on the terms and subject to the
conditions provided herein.
NOW THEREFORE, the parties,
intending to be legally bound, hereby agree as follows:
1. Unless otherwise expressly
provided herein, capitalized terms shall have the meanings assigned
to them in the Agreement.
2. Section 1(c) is hereby
deleted in its entirety and replaced as set forth below:
(c) “Contribution Event”
means, with respect to any Eligible Note held by the Fund, any of
the following occurrences:
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(i)
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Any sale of the
Eligible Note by the Fund for cash in an amount, after deduction of
any commissions or similar transaction costs, less than the
Amortized Cost Value (including any interest accrued by the Fund
and unpaid) of the Eligible Note sold as of the date of
settlement;
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(ii)
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Receipt of
final payment on the Eligible Note in an amount less than the
Amortized Cost Value (including any interest accrued by the Fund
and unpaid) of that Eligible Note as of the date such payment is
received;
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(iii)
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Issuance of
orders by a court having jurisdiction over the matter discharging
the Issuer from liability for the Eligible Note and providing for
payments on that Eligible Note in an amount less than the Amortized
Cost Value (including any interest accrued by the Fund and unpaid)
of that Eligible Note as of the date such payment is
received;
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(iv)
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Receipt on or
after April 1, 2009 of any Replacement Notes that are Eligible
Notes and that have an Amortized Cost Value that is less than the
Amortized Cost Value (including any interest accrued by the Fund
and unpaid) of the Notes on the date that the Fund receives the
Replacement Notes; provided , however , that such a
receipt of Replacement Notes shall
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