Amendment No. 3 To Transfer Agency And Services Agreement
Amendment No. 3
To
This Amendment No. 3 To Transfer Agency And Services Agreement, dated as of December _, 2017 ("Amendment No. 3"), is being entered into by and between BNY Mellon Investment Servicing (US) Inc. ("BNYM") and RMB Investors Trust (the "Fund").
Background
BNYM (under its former name PFPC Inc.) and the Fund (under its former name Xxxxxxx Investors Trust) previously entered into the Transfer Agency And Services Agreement, made as of June 1, 2005, BNYM (under its former name PNC Global Investment Servicing (U.S.) Inc.) and the Fund (under its former name Xxxxxxx Investors Trust) previously entered into the Red Flags Services Amendment, dated as of November 1, 2008, and BNYM and the Fund previously entered into Amendment No. 2 To Transfer Agency And Services Agreement, dated as of January 5, 2017 (collectively, the "Current Agreement"). The parties wish to amend the Current Agreement as set forth in this Amendment No. 3.
Terms
In consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree to all statements made above and as follows:
1. Modifications to Current Agreement. The Current Agreement is hereby amended as follows:
Schedule A to the Current Agreement shall be deleted in its entirety and replaced with Schedule A attached to this Amendment No. 3.
2. Adoption of Amended Agreement by New Funds. Each Fund that has been added to Schedule A by virtue of this Amendment No. 3 acknowledges and agrees that (i) by virtue of its execution of this Amendment No. 3, it becomes and is a party to the Current Agreement as amended by this Amendment No. 3 ("Amended Agreement") as of the date first written above, and (ii) it is bound by all terms and conditions of the Amended Agreement as of such date. The term "Fund" has the same meaning in this Amendment No. 3 as it has in the Amended Agreement.
3. Remainder of Current Agreement. Except as specifically modified by this Amendment No. 3, all terms and conditions of the Current Agreement shall remain in full force and effect.
4. Governing Law. The governing law of the Current Agreement shall be the governing law of this Amendment No. 3.
5. Entire Agreement. This Amendment No. 3 constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Current Agreement with respect to such subject matter.
6. Facsimile Signatures; Counterparts. This Amendment No. 3 may be executed in one more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed copies of this Amendment No. 3 or of executed signature pages to this Amendment No. 3 by facsimile transmission or as an imaged document attached to an email transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment No. 3.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 3 to be executed by their duly authorized officers, as of the day and year first above written.
BNY Mellon Investment Servicing (US) Inc.
By: _________________________________
Name: ______________________________
Title: _______________________________
On behalf of itself and each Portfolio set forth on Schedule A in its individual
and separate capacity, and not on behalf of any other Portfolio
By: __________________________________
Name: ________________________________
Title: _________________________________
SCHEDULE A
(Dated: December _, 2017)
THIS SCHEDULE A is Schedule A to that certain Transfer Agency And Services Agreement dated as of June 1, 2005 between BNY Mellon Investment Servicing (US) Inc. and RMB Investors Trust.
List of Portfolios
RMB Fund
RMB Mendon Financial Services Fund
RMB Mendon Financial Long/Short Fund
RMB International Small Cap Fund*
RMB International Fund*
RMB Japan Fund*
*Servicing expected to commence on or around December 27, 2017.
