Exhibit (h)(6)
AMENDMENT
TO
SHAREHOLDER SERVICES AGREEMENT
This Amendment (the "Amendment"), dated this 7th day of March, 2001
to the Shareholder Services Agreement (the "Agreement"), dated May 11, 1998 by
and between TD WATERHOUSE FAMILY OF FUNDS, INC., a Maryland corporation (the
"Fund") and TD WATERHOUSE INVESTOR SERVICES, INC., a Delaware corporation ("TD
Waterhouse"), is hereby made by and between the Fund and TD Waterhouse.
Capitalized terms used herein and not otherwise defined, shall have the meanings
ascribed to them in the Agreement.
WHEREAS, pursuant to the Agreement TD Waterhouse provides certain
shareholder and administrative services for its clients who own shares of the
Fund, including, without limitation, the prompt transmission of all
communications sent to TD Waterhouse for transmittal to clients by or on behalf
of the Fund, or the Fund's investment adviser, distributor, custodian or
transfer or dividend disbursing agent; and
WHEREAS, the parties wish to amend Section 2 of the Agreement to
clarify that the Fund, and not TD Waterhouse, is, and has been, responsible for
paying the costs of printing and mailing to Fund shareholders proxy statements,
shareholder reports, prospectuses, statements of additional information and
other communications with respect to the Fund.
NOW, THEREFORE, in consideration of the premises and for other good
and valuable consideration, receipt of which is hereby acknowledged, the
parties, intending to be legally bound, hereby agree as follows:
1. Section 2 of the Agreement is hereby amended and restated to read
in full as follows:
2. You shall provide such office space and equipment, telephone
facilities and personnel (which may be all or any part of the
space, equipment and facilities currently used in your business,
or all or any personnel employed by you) as is necessary or
beneficial for providing information and services to the Fund's
shareholders, and to assist the Fund in servicing accounts of
clients. You shall transmit promptly to clients (at the expense
of the Fund) all communications sent to you for transmittal to
clients by or on behalf of the Fund, or the Fund's investment
adviser, distributor, custodian or transfer or dividend
disbursing agent.
2. Except as herein amended, all of the terms, conditions and
provisions of the Agreement shall remain unmodified and in full
force and effect.
3. This Amendment may be executed in two or more counterparts, each
of which shall be deemed to be an original, but all of which
together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned have affixed their signatures
signifying their agreement as of the date first above written.
TD WATERHOUSE FAMILY OF FUNDS, INC.
By: /s/ Xxxxxx X. Rio
Name: Xxxxxx X. Rio
Title: President
TD WATERHOUSE INVESTOR SERVICES, INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
Name: Xxxxxxx X. Xxxxxxxx
Title: Senior Vice President
