Exhibit h3
AMENDMENT AGREEMENT
Amendment AGREEMENT, effective as of May 1, 2002, by and between Boston
Advisors Trust, a business trust organized under the laws of the Commonwealth of
Massachusetts (the "Fund") and Investors Bank & Trust Company, a Massachusetts
trust company ("Investors Bank").
WHEREAS the Fund and Investors Bank entered into an Administration
Agreement dated June 1, 2000 (the "Administration Agreement"); as amended from
time to time, and
WHEREAS, the Fund and Investors Bank desire to amend the Administration
Agreement as set forth below.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and agreements herein set forth and for other good and valuable
consideration the receipt of which is hereby acknowledged, the parties hereto
agree as follows:
1. Amendments.
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(a) Section 3 of the Administration Agreement is hereby amended by
deleting the last sentence of the first paragraph thereof.
(b) Section 5 of the Administration Agreement is hereby amended by
deleting paragraph 5(a) thereof in its entirety and inserting in lieu thereof
the following:
"(a) For the services rendered by the Bank hereunder, the Fund will pay
to the Bank such fees at such rate as shall be agreed upon in writing
by the parties from time to time. The Fund will also pay or reimburse
the Bank from time to time for all necessary proper disbursements,
expenses and charges made or incurred by the Bank in the performance of
this Agreement (including any duties listed on any Schedule hereto, if
any) including any indemnities for any loss, liabilities or expense to
the Bank as provided herein."
(c) Appendix A to the Administration Agreement is hereby amended by
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deleting such Appendix A in its entirety and inserting in lieu thereof Appendix
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A in the form attached hereto as Exhibit I hereto.
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(d) Appendix C to the Agreement is deleted in its entirety.
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2. Miscellaneous.
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(a) Except as amended hereby, the Administration Agreement shall remain
in full force and effect.
(b) This Amendment may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, each party hereto has caused this Agreement to be
executed by its duly authorized officer, as the case may be, as of the date and
year first above written.
INVESTORS BANK & TRUST COMPANY
By: _______________________________
Name: _____________________________
Title: ____________________________
BOSTON ADVISORS TRUST
By: _______________________________
Name: _____________________________
Title: ____________________________
Appendix A
Series of the Trust
Boston Advisors Cash Reserves Fund
Boston Advisors U.S. Government Money Market Fund
Boston Advisors Tax Free Money Market Fund
Boston Advisors New York Municipal Money Market Fund
