AMENDMENT TO TRANSFER AGENCY SERVICES AGREEMENT
Amendment, dated as of November 13, 2015, by and between Atlantic
Shareholder Services, LLC, a Delaware limited liability company ("Atlantic"),
and Xxxxxx Series Trust, a statutory trust organized under the laws of the State
of Delaware (the "Trust").
W I T N E S S E T H :
WHEREAS, effective as of December 22, 2014, Atlantic and the Trust entered
into a Transfer Agency Services Agreement (the "Agreement");
WHEREAS, each of Atlantic and the Trust desires that additional Funds (as
defined in the Agreement) be made subject to the Agreement;
WHEREAS, pursuant to Section 15(a) of the Agreement, each of Atlantic and
the Trust desires that the Agreement be amended in accordance with the terms and
conditions of this Amendment.
NOW, THEREFORE, in consideration of the premises and mutual agreements
herein set forth, and intending to be legally bound hereby, the parties hereto
agree that the Agreement shall be and hereby is amended as follows:
Section 1. Defined Terms. Capitalized terms used but not defined herein
shall have the meanings ascribed thereto in the Agreement.
Section 2. Amendment of Appendix A. Appendix A to the Agreement is amended
and restated to read in its entirety as set forth in the Appendix A attached
hereto.
Section 3. Agreement as Amended. The term "Agreement" as used in the
Agreement shall be deemed to refer to the Agreement as amended hereby and this
Amendment shall be effective as of the date first above written.
Section 4. Full Force and Effect. If any term, provision, covenant or
restriction of this Amendment is held by a court of competent jurisdiction or
other authority to be invalid, void or unenforceable, the remainder of the
terms, provisions, covenants and restrictions of this Amendment, and the
Agreement, shall remain in full force and effect and shall in no way be
affected, impaired or invalidated.
Section 5. Governing Law. This Amendment shall be deemed to be a contract
made under the laws of the State of New York without giving effect to the
principles of conflicts of law thereof.
Section 6. Execution in Counterparts. This Amendment may be executed in any
number of counterparts and each of such counterparts shall for all purposes be
deemed to be an original, and all such counterparts shall together constitute
but one and the same instrument.
Section 7. Ratification, Adoption and Approval. In all respects not
inconsistent with the terms and provisions of this Amendment, the Agreement is
hereby ratified, adopted, approved and confirmed.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed in their names and on their behalf by and through their duly authorized
officers, as of the day and year first above written.
ATLANTIC SHAREHOLDER SERVICES, LLC
By: /s/ Xxxxxxxxxxx Xxxxx
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Name: Xxxxxxxxxxx Xxxxx
Title: Senior Vice President
XXXXXX SERIES TRUST
By: /s/ Xxxx Xxx
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Name: Xxxx Xxx
Title: Vice President
APPENDIX A: FUNDS OF THE TRUST
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FUND NAME CLASS NAME CUSIP SYMBOL
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Xxxxxx Global Equity Portfolio Institutional 976504100 WGEPX
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Xxxxxx Global Equity Portfolio Investor 976504209 WGERX
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Xxxxxx European Equity Portfolio Institutional 976504407
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Xxxxxx European Equity Portfolio Investor 976504308
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Xxxxxx U.S. Equity Portfolio Institutional 976504605
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Xxxxxx U.S. Equity Portfolio Investor 976504506
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Xxxxxx International Equity Portfolio Institutional 976504803
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Xxxxxx International Equity Portfolio Investor 976504704
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