AMENDMENT TO
Exhibit (h)(6)
AMENDMENT TO
This AMENDMENT to TRANSFER AGENCY AGREEMENT (the “Amendment”) made as of September 17, 2012 between CAVANAL HILL FUNDS, formerly known as American Performance Funds, a Massachusetts business trust (the “Trust”) and CITI FUND SERVICES OHIO, INC., formerly known as BISYS Fund Services Ohio, Inc., an Ohio corporation (“Citi”), to that certain Transfer Agency Agreement, dated July 1, 2004, between the Trust and Citi (as amended and in effect on the date hereof, the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.
WHEREAS, pursuant to the Agreement, Citi performs certain transfer agency services for each investment portfolio of the Trust (individually a “Fund” and collectively the “Funds”);
WHEREAS, Citi and the Trust wish to enter into this Amendment in order to recognize that the Premier share classes of certain of the money market Funds have commenced operations and that the Service share classes of certain money market Funds are no longer available for sale;
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and promises hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trust and Citi hereby agree as follows:
1. Funds.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the attached Schedule A.
2. Representations and Warranties.
(a) The Trust represents (i) that it has full power and authority to enter into and perform this Amendment and (ii) that this Amendment will be presented to the Board of Trustees of the Trust (the “Board”) for the Board’s review and approval.
(b) Citi represents that it has full power and authority to enter into and perform this Amendment.
3. Miscellaneous.
(a) This Amendment supplements and amends the Agreement. The provisions set forth in this Amendment supersede all prior negotiations, understandings and agreements bearing upon the subject matter covered herein, including any conflicting provisions of the Agreement or any provisions of the Agreement that directly cover or indirectly bear upon matters covered under this Amendment.
(b) Each reference to the Agreement in the Agreement (as it existed prior to this Amendment) and in every other agreement, contract or instrument to which the parties are bound, shall hereafter be construed as a reference to the Agreement as amended by this Amendment. Except as provided in this Amendment, the provisions of the Agreement
remain in full force and effect. No amendment or modification to this Amendment shall be valid unless made in writing and executed by both parties hereto.
(c) Paragraph headings in this Amendment are included for convenience only and are not to be used to construe or interpret this Amendment.
(d) This Amendment may be executed in counterparts, each of which shall be an original but all which, taken together, shall constitute one and the same agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the day and year first above written.
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By:
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/s/ Xxxxx X. Xxxxxxxxxx
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Name:
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Xxxxx X. Xxxxxxxxxx
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Title:
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President
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CITI FUND SERVICES OHIO, INC.
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By:
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/s/ Xxxxx Xxxxx
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Name:
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Xxxxx Xxxxx
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Title:
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President
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SCHEDULE A
TO THE TRANSFER AGENCY AGREEMENT
AS OF SEPTEMBER 17, 2012
FUNDS and CLASSES
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U.S. Large Cap Equity Fund
No-Load Investor
Institutional
A
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U.S. Treasury Fund
Administrative
Service
Institutional
Select1
Premier1
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Balanced Fund
No-Load Investor
Institutional
A
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Cash Management Fund
Administrative
Service1
Institutional
Select1
Premier
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Short-Term Income Fund
No-Load Investor
Institutional
A
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Tax-Free Money Market Fund
Administrative
Service1
Institutional
Select
Premier
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Intermediate Bond Fund
No-Load Investor
Institutional
A
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Intermediate Tax-Free Bond Fund
No-Load Investor
Institutional
A
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Bond Fund
No-Load Investor
Institutional
A
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Opportunistic Fund
No-Load Investor
Institutional
A
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1As of September 17, 2012, these Classes are not offered for sale and have no shares outstanding. Until a Class has shares outstanding, services will not be rendered and expenses will not be incurred for such Class under this Agreement.
