As of November 25, 2002
WESTCORE TRUST
c/o ALPS Mutual Funds Services, Inc.
0000 Xxxxxxxx, Xxxxx 0000
Xxxxxx, XX 00000
Denver Investment Advisors LLC
0000 00xx Xxxxxx - 00xx Xxxxx
Xxxxxx, XX 00000
Re: Transfer Agency and Service Agreement (as the same may be
extended and/or amended from time to time, the "Agreement")
between Westcore Trust (the "Trust") and State Street Bank and
Trust Company (the "Transfer Agent")
Dear Sirs:
The Agreement referred to above requires that the Trust pay
the Transfer Agent an annual maintenance fee for each Shareholder account as set
forth on Schedule 3.1 thereto, including an Annual Fund Base Fee for each
Portfolio, Annual Account Service Fees, Activity Based Fees, Out of Pocket
Expenses and XXX Fees (such fees listed on Schedule 3.1, as the same may be
amended from time to time, collectively, "Fees"). By your signature below,
please signify that Denver Investment Advisors LLC ("DIA"), rather than the
Trust, will pay all Fees related to the BlackRock Money Market Portfolio at the
time or times specified in the Agreement and the Schedules thereto. Capitalized
terms used, but not defined, herein shall have the same meanings as in the
Agreement.
The names "Westcore Trust" and "Trustees of Westcore Trust"
refer respectively to the Trust created and the Trustees, as Trustees but not
individually or personally, acting from time to time under an Amended and
Restated Declaration of Trust dated November 19, 1987, which is hereby referred
to and copy of which is on file at the office of the State Secretary of the
Commonwealth of Massachusetts and at the principal office of the Trust. The
obligations of "Westcore Trust" entered into in the name or on behalf thereof by
any of the Trustees, representatives or agents are made not individually, but in
such capacities, and are not binding upon any of the Trustees, shareholders, or
representatives of the Trust personally, but bind only the Trust property, and
all persons dealing with any class of shares of the Trust must look solely to
the Trust property belonging to such class for the enforcement of any claims
against the Trust.
Yours truly,
Westcore Trust
By:
----------------------------------------
Name: Xxxx X. Xxxxxxxxx
Title: Vice-President
Agreed and Accepted:
Denver Investment Advisors LLC
By:
Name: Xxxxxxx X. Xxxxx
Title: Executive Manager
