Common use of Changes and Modifications Clause in Contracts

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 22 contracts

Samples: Transfer Agency and Service Agreement, Transfer Agency and Service Agreement (Cohen & Steers Low Duration Preferred & Income Fund, Inc.), Transfer Agency and Service Agreement (CGM Trust)

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Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent DST promptly for modifications and improvements which that are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which that shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent DST provides the Fund with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 15 contracts

Samples: Agency Agreement (Ing Funds Trust), Agency Agreement (Ing Equity Trust), Agency Agreement (Ing Prime Rate Trust)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent DST provides the Fund with revised operating procedures and controlscontrols at the time such notice is delivered to the Fund. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 10 contracts

Samples: Agency Agreement (First American Investment Funds Inc), Agency Agreement (First American Funds Inc), Agency Agreement (First American Strategy Funds Inc)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent DST promptly for modifications and improvements which that are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent DST provides the Fund with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 9 contracts

Samples: Agency Agreement (RiverNorth Managed Duration Municipal Income Fund II, Inc.), Agency Agreement (RiverNorth Managed Duration Municipal Income Fund, Inc.), Agency Agreement (RiverNorth Opportunistic Municipal Income Fund, Inc.)

Changes and Modifications. 15.1 14.1 During the term of this Agreement the Transfer Agent will use on behalf of the FundTrust, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the FundTrust, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund In such instance, the Trust agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the a reasonable rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 14.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent provides the Fund Trust with revised operating procedures and controls. 15.3 14.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 8 contracts

Samples: Transfer Agency and Service Agreement (Allspring Funds Trust), Transfer Agency and Service Agreement (Allspring Variable Trust), Transfer Agency and Service Agreement (Allspring Funds Trust)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent Agreement, DST will use on behalf of the Fund, Fund Transfer Agent without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by a Fund or the FundFund Transfer Agent, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Transfer Agent agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Transfer Agent will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Transfer Agent in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Transfer Agent is given thirty (30) days prior notice to allow the Fund Transfer Agent to change its procedures and unless the Transfer Agent DST provides the Fund Transfer Agent with revised operating procedures and controls. Notwithstanding anything herein or in the Remote Services Agreement, DST, at no additional cost or obligation to provide equivalent functionality or services, equipment or software programs in lieu thereof, may in its sole discretion discontinue use of and operation of the SURROUNDS (as defined in the Remote Services Agreement) with respect to all Funds serviced under this Agreement. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 7 contracts

Samples: Agency Agreement (Scudder Flag Investors Equity Partners Fund Inc), Agency Agreement (Scudder Flag Investors Value Builder Fund Inc), Agency Agreement (Bt Pyramid Mutual Funds)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Trust without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 TA2000(TM) System in the normal course of its business and which are applicable to functions and features offered by the FundTrust to its shareholders, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Trust agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 TA2000(TM) System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent DST provides the Fund Trust with revised operating procedures and controls.. 30 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 TA2000(TM) System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 5 contracts

Samples: Transfer Agency Agreement (Jp Morgan Mutual Fund Investment Trust), Transfer Agency Agreement (Jp Morgan Funds), Transfer Agency Agreement (Jp Morgan Mutual Fund Group/Ma)

Changes and Modifications. 15.1 A. During the term Term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulationsLaws applicable to the Services. The Fund agrees to pay the Transfer Agent DST promptly for such modifications and improvements which that are charged for separately at the rate provided for in the Transfer AgentDST’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall existexist as of the date of this Agreement. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent DST provides the Fund with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 5 contracts

Samples: Agency Agreement (Federated Hermes Sustainable High Yield Bond Fund, Inc.), Agency Agreement (Federated Hermes Income Securities Trust), Agency Agreement (Federated Hermes Project & Trade Finance Tender Fund)

Changes and Modifications. 15.1 During the term of this Agreement Agreement, the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 5 contracts

Samples: Transfer Agency and Service Agreement, Transfer Agency and Service Agreement (Smead Funds Trust), Transfer Agency and Service Agreement (Smead Funds Trust)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent Agreement, DST will use on behalf of the FundFinancial Product, without additional costcost to PIMCO or the Financial Product, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the FundFinancial Product, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Financial Product agrees to pay the Transfer Agent DST promptly for modifications and improvements which that are charged for separately at the rate provided for in the Transfer AgentDST’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Financial Product will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Financial Product in using or employing the TA2000 System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Financial Product is given thirty (30) days prior notice to allow the Fund Financial Product to change its procedures and unless the Transfer Agent DST provides the Fund Financial Product with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 4 contracts

Samples: Agency Agreement (PIMCO California Flexible Municipal Income Fund), Agency Agreement (PIMCO Flexible Emerging Markets Income Fund), Agency Agreement (PIMCO Flexible Credit Income Fund)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Trust without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 TA2000(TM) System in the normal course of its business and which are applicable to functions and features offered by the FundTrust to its shareholders, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Trust agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 TA2000(TM) System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent DST provides the Fund Trust with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 TA2000(TM) System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentXXX.

Appears in 3 contracts

Samples: Transfer Agency Agreement (Jp Morgan Mutual Fund Series), Transfer Agency Agreement (Jp Morgan Fleming Series Trust), Transfer Agency Agreement (Undiscovered Managers Funds)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunderhere under; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports repot is to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 3 contracts

Samples: Transfer Agency and Service Agreement (Highland Global Allocation Fund), Transfer Agency and Service Agreement (Highland Global Allocation Fund Ii), Transfer Agency and Service Agreement (Highland Floating Rate Opportunities Fund Ii)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Trust without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 TA2000(TM) System in the normal course of its business and which are applicable to functions and features offered by the FundTrust to its shareholders, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Trust agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 TA2000(TM) System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent DST provides the Fund Trust with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 TA2000(TM) System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 3 contracts

Samples: Transfer Agency Agreement (UM Investment Trust II), Transfer Agency Agreement (Jp Morgan Funds), Transfer Agency Agreement (Mutual Fund Trust)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 3 contracts

Samples: Transfer Agency and Service Agreement (Alpine Income Trust), Transfer Agency and Service Agreement (Alpine Series Trust), Transfer Agency and Service Agreement (Alpine Equity Trust)

Changes and Modifications. 15.1 14.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 . The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 . All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 3 contracts

Samples: Transfer Agency and Service Agreement (Commerce Funds), Transfer Agency and Service Agreement (Calvert World Values Fund Inc), Transfer Agency and Service Agreement (Keeley Funds, Inc.)

Changes and Modifications. 15.1 16.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Fund, on behalf of the Portfolios, agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 16.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 16.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (State Street Institutional Investment Trust), Transfer Agency and Service Agreement (Rs Investment Trust)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation in a reasonable time in advance of the implementations of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Homestead Funds Trust), Transfer Agency and Service Agreement (Homestead Funds Inc)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s 's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s 's facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Gabelli SRI Fund, Inc.), Transfer Agency and Service Agreement (Japan Fund Inc)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s 's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the . The Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no modifications. No such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s 's facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Fifth Third Funds), Transfer Agency and Service Agreement (Fifth Third Funds)

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Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the FundTrust, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 2 contracts

Samples: Transfer Agency and Service Agreement (Allstate Financial Investment Trust), Transfer Agency and Service Agreement (Allstate Financial Investment Trust)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent IFTC will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. or IFTC may make to the TA2000 System its shareholder/transfer agent processing system in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST or IFTC clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent IFTC promptly for modifications and improvements utilized by the Fund which are charged for separately at the rate provided for in the Transfer Agent’s DST's or IFTC's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist, provided that IFTC shall give the Fund ninety (90) days advance written notice thereof. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. IFTC shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty sixty (3060) days prior notice to allow the Fund to change its procedures procedures; and unless the Transfer Agent provides provided further, that if any fee increase shall result therefrom, IFTC shall give the Fund with revised operating procedures and controls. 15.3 ninety (90) days advance written notice thereof. All enhancements, improvements, changes, modifications or new features added to the TA2000 DST System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc.Inc. Notwithstanding the foregoing, an affiliate at the request of the Transfer AgentFund, all enhancements, improvements, modifications or new features added to the DST System developed at the expense of the Fund, may be subject to a period of exclusivity as mutually agreed to by the Fund and IFTC, which period may not exceed three (3) months.

Appears in 1 contract

Samples: Agency Agreement (Mentor Funds)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) calendar days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Credit Suisse Commodity Return Strategy Fund)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent IFTC will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. or IFTC may make to the TA2000 System its shareholder/transfer agent processing system in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST or IFTC clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent IFTC promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's or IFTC's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. IFTC shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 TA2000/TM/ System or the Transfer Agent’s facilities TA2000/TM/ Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent IFTC provides the Fund with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 TA2000/TM/ System or otherwise made available by IFTC for use in connection with the business of the Fund however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentInc. and IFTC.

Appears in 1 contract

Samples: Agency Agreement (Ariel Growth Fund)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the FundFunds, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the FundFunds, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees Funds agree to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Funds will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Funds in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is Funds are given thirty (30) days prior notice to allow the Fund Funds to change its their procedures and unless the Transfer Agent provides the Fund Funds with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Sentinel Group Funds Inc)

Changes and Modifications. 15.1 15.1. During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s 's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 15.2. The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s 's facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 15.3. All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (CGM Trust)

Changes and Modifications. 15.1 14.1 During the term of this Agreement the Transfer Agent DST AMS will use on behalf of the FundFunds, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. DST. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the FundFunds, unless substantially all clients of the Transfer Agent DST AMS are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Each Fund agrees to pay the Transfer Agent DST AMS promptly for modifications and improvements to the TA2000 System which are charged for separately at the rate provided for in the Transfer Agent’s DST AMS’ standard pricing schedule to the extent that the standard pricing schedule addresses costs not controlled by DST AMS, which shall be identical for those DST AMS clients which have substantially all clientssimilar service and billing arrangements to the Fund, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent . All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST. DST AMS shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Funds in using or employing the TA2000 System or the Transfer Agent’s DST AMS’ facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Funds to change its their procedures and unless the Transfer Agent DST AMS provides the Fund Funds with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Six Circles Trust)

Changes and Modifications. 15.1 8.01 During the term of this Agreement the Transfer Agent IFTC will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. or IFTC may make to the TA2000 System its shareholder/transfer agent processing system in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST or IFTC clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent IFTC promptly for modifications and improvements which are utilized by the Fund and which are charged for separately at the rate provided for in the Transfer Agent’s DST's or IFTC's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent 8.02 IFTC shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 DST System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent IFTC provides the Fund with revised operating procedures and controls. 15.3 8.03 All enhancements, improvements, changes, modifications or new features added to the TA2000 DST System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc.Inc. Notwithstanding the foregoing, an affiliate at the request of the Transfer AgentFund, all enhancements, improvements, modifications or new features added to the DST System developed at the expense of the Fund, may be subject to a period of exclusivity as mutually agreed to by the Fund and IFTC, which period may not exceed six (6) months.

Appears in 1 contract

Samples: Transfer Agent Agreement (Oberweis Emerging Growth Fund /Il/)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the Fund, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent promptly for those modifications and improvements the Fund elects to utilize, which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty (30) days prior notice to allow the Fund to change its procedures and unless the Transfer Agent provides the Fund with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (MARSHALL FUNDS INC D/B/a BMO FUNDS)

Changes and Modifications. 15.1 During the term of this Agreement the Transfer Agent will use on behalf of the FundTrust, without additional cost, all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 System in the normal course of its business and which are applicable to functions and features offered by the FundTrust, unless substantially all clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Trust agrees to pay the Transfer Agent promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent provides the Fund Trust with revised operating procedures and controls. 15.3 All enhancements, improvements, changes, modifications or new features added to the TA2000 System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer Agent.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Highmark Funds /Ma/)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent DST will use on behalf of the Fund, Trust without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. may make to the TA2000 (TRADEMARK) System in the normal course of its business and which are applicable to functions and features offered by the FundTrust, unless substantially all DST clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund Trust agrees to pay the Transfer Agent DST promptly for modifications and improvements which are charged for separately at the rate provided for in the Transfer Agent’s DST's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist. If there is no standard pricing schedule, the parties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. DST shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund Trust will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund Trust in using or employing the TA2000 (TRADEMARK) System or the Transfer Agent’s facilities DST Facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund Trust is given thirty (30) days prior notice to allow the Fund Trust to change its procedures and unless the Transfer Agent DST provides the Fund Trust with revised operating procedures and controls. 15.3 C. All enhancements, improvements, changes, modifications or new features added to the TA2000 (TRADEMARK) System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc., an affiliate of the Transfer AgentDST.

Appears in 1 contract

Samples: Agency Agreement (Omni Investment Fund)

Changes and Modifications. 15.1 A. During the term of this Agreement the Transfer Agent IFTC will use on behalf of the Fund, Fund without additional cost, cost all modifications, enhancements, or changes which its affiliate DST Systems, Inc. or IFTC may make to the TA2000 System its shareholder/transfer agent processing system in the normal course of its business and which are applicable to functions and features offered by the Fund, unless substantially all DST or IFTC clients of the Transfer Agent are charged separately for such modifications, enhancements or changes, including, without limitation, substantial system revisions or modifications necessitated by changes in existing laws, rules or regulations. The Fund agrees to pay the Transfer Agent IFTC promptly for modifications and improvements utilized by the Fund which are charged for separately at the rate provided for in the Transfer Agent’s DST's or IFTC's standard pricing schedule which shall be identical for substantially all clients, if a standard pricing schedule shall exist, provided that IFTC shall give the Fund ninety (90) days advance written notice thereof. If there is no standard pricing schedule, the parties par- ties shall mutually agree upon the rates to be charged. 15.2 The Transfer Agent B. IFTC shall have the right, at any time and from time to time, to alter and modify any systems, programs, procedures or facilities used or employed in performing its duties and obligations hereunder; provided that the Fund will be notified as promptly as possible prior to implementation of such alterations and modifications and that no such alteration or modification or deletion shall materially adversely change or affect the operations and procedures of the Fund in using or employing the TA2000 System or the Transfer Agent’s facilities hereunder or the reports to be generated by such system and facilities hereunder, unless the Fund is given thirty sixty (3060) days prior notice to allow the Fund to change its procedures procedures; and unless the Transfer Agent provides provided further, that if any fee increase shall result therefrom, IFTC shall give the Fund with revised operating procedures and controls. 15.3 ninety (90) days advance written notice thereof. All enhancements, improvements, changes, modifications or new features added to the TA2000 DST System however developed or paid for shall be, and shall remain, the confidential and exclusive property of, and proprietary to, DST Systems, Inc.Inc. Notwithstanding the foregoing, an affiliate at the request of the Transfer AgentFund, all enhancements, improvements, modifications or new features added to the DST System developed at the expense of the Fund, may be subject to a period of exclusivity as mutually agreed to by the Fund and IFTC, which period may not exceed three (3) months.

Appears in 1 contract

Samples: Agency Agreement (Mentor Funds)

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