EXHIBIT NO. EX-99.h.2.a.1
AMENDMENT TO THE TRANSFER AGENCY
AND RELATED SERVICES AGREEMENT
THIS AMENDMENT is dated as of the 30th day of April, 2006 by and among
PFPC, Inc, a Massachusetts corporation ("PFPC"), SMA Relationship Trust, a
Delaware statutory trust (the "Fund"), and UBS Global Asset Management
(Americas) Inc., a Delaware corporation ("UBS Global AM (Americas)").
WHEREAS, PFPC, the Trust and UBS Global Asset Management (US) Inc. (UBS
Global AM (US) entered into a Transfer Agency and Related Services Agreement
dated October 8, 2003 (the "Agreement");
WHEREAS, effective April 30, 2006, UBS Global AM (US) assigned its
rights, duties, and obligations under the Agreement to UBS Global AM (Americas),
and PFPC and the Trust consent to such assignment;
WHEREAS, PFPC, the Trust, UBS Global AM (US) and UBS Global AM (Americas)
now desire to amend said Agreement in the manner hereinafter set forth; and
WHEREAS, any defined term(s) set forth in this amendment shall have the
same meaning as set forth in the Agreement.
NOW THEREFORE, pursuant to Section 20 of the Agreement, PFPC, the Trust,
UBS Global AM (US) and UBS Global AM (Americas) hereby amend the Agreement in
the following form:
1. The Agreement is by and among PFPC INC. a Massachusetts corporation
("PFPC"), SMA RELATIONSHIP TRUST, a Delaware statutory trust (the
"Fund") and UBS GLOBAL ASSET MANAGEMENT (AMERICAS) INC., a Delaware
corporation, ("UBS Global AM (Americas)");
2. All internal references to "UBS Global AM" are hereby replaced with "UBS
Global AM (Americas)."
3. Section 19 Notices is hereby deleted in its entirety and replaced with
the following:
"19. NOTICES. All notices and other communications, including
Written Instructions, shall be in writing or by confirming telegram,
cable, telex or facsimile sending device. Notices shall be addressed (a)
if to PFPC, at 000 Xxxxx Xxxx, Xxxx xx Xxxxxxx, XX 00000; (b) if to UBS
Global AM (Americas) at Xxx Xxxxx Xxxxxx Xxxxx, Xxxxxxx, Xxxxxxxx 00000;
(c) if to the Fund, at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, XX 00000-0000 or
(d) if to none of the foregoing, at such other
address as shall have been given by like notice to the sender of any
such notice or other communication by the other party. If notice is sent
by confirming telegram, cable, telex or facsimile sending device during
regular business hours, it shall be deemed to have been given
immediately; if sent at a time other than regular business hours, such
notice shall be deemed to have been given at the opening of the next
business day. If notice is sent by first-class mail, it shall be deemed
to have been given three days after it has been mailed. If notice is
sent by messenger, it shall be deemed to have been given on the day it
is delivered. All postage, cable, telegram, telex and facsimile sending
device charges arising from the sending of a notice hereunder shall be
paid by the sender."
The Agreement, as amended, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be
executed by their duly authorized officers effective as of the day and year
first written above.
PFPC INC. SMA RELATIONSHIP TRUST
By:_____________________ By:_____________________
Name:___________________ Name:___________________
Title:__________________ Title:__________________
Date:___________________ Date:___________________
UBS GLOBAL ASSET MANAGEMENT UBS GLOBAL ASSET MANAGEMENT
(US) INC. (AMERICAS) INC.
By:_____________________ By:_____________________
Name:___________________ Name:___________________
Title:__________________ Title:__________________
Date:___________________ Date:___________________
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