Exhibit 7(a)(v)
AMENDMENT NO. 1
TO THE AMENDED AND RESTATED DISTRIBUTION AGREEMENT
Amendment dated as of September 20, 2004 to the Amended and Restated
Distribution Agreement (the "Agreement") dated as of November 1, 2000 between
Westcore Trust, a Massachusetts business trust (the "Trust"), and ALPS
Distributors, Inc. ("ADI").
BACKGROUND
1. ADI serves as the distributor for certain of the Trust's portfolios
pursuant to the Agreement.
2. The Trust desires to employ ADI as its distributor for the Small-Cap
Value Fund (the "Fund"), on the terms and for the compensation set forth in the
Agreement and ADI agrees to provide such services.
AGREEMENT
NOW THEREFORE, in consideration of the promises and mutual covenants
herein contained, the parties hereto, intending to be legally bound, agree as
follows:
1. Appointment. The Trust hereby appoints ADI to act as distributor for
the Fund for the period and on the terms set forth in the Agreement and ADI
accepts such appointment for said period and on said terms, and agrees to
provide the services set forth in the Agreement and in return for the
compensation provided therein.
2. Continuing Validity. The provisions of the Agreement shall remain in
full force and effect as modified hereby.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers designated below on the day and year
first above written.
WESTCORE TRUST
By: /s/ XXXXXXX X. XXXXX
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ALPS DISTRIBUTORS, INC.
By: /s/ XXXXXX X. MAY
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