EXHIBIT (h)(43)
CONSENT TO ASSIGNMENT
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The undersigned consents to the Assignment attached hereto of the
Shareholder Servicing Agent Agreement dated as of March 23, 1988 between Firstar
Funds, Inc. (formerly Elan Funds, Inc.) and Firstar Trust Company (formerly
First Wisconsin Trust Company), as amended through the date hereof, on the
express condition that (1) Assignor will remain liable for the performance of
each and every one of its obligations under the Contract arising on or before
the Effective Date; (2) this Consent to Assignment will not be deemed a consent
to any subsequent assignment but rather any subsequent assignment will require
the prior written consent of the undersigned pursuant to the terms of the
Contract; and (3) Assignor will notify the undersigned of the actual Effective
Date if such date occurs on a date other than October 1, 1998.
FIRSTAR FUNDS, INC.
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: President
EXHIBIT (H)(43)
ASSIGNMENT OF CONTRACT
This ASSIGNMENT OF CONTRACT (the "Assignment") is dated as of the 1st day
of October, 1998 by and between Firstar Trust Company (formerly, First Wisconsin
Trust Company), a Wisconsin corporation ("Assignor"), and Firstar Mutual Fund
Services, LLC a Wisconsin limited liability company ("Assignee").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, Assignor is a party to the contract or contracts attached hereto
as Exhibit A (the "Contract") and identified as follows:
Shareholder Servicing Agent Agreement by and among Firstar Funds, Inc.
(formerly, Elan Funds) and Assignor dated March 23, 1988, as amended through the
date hereof.
WHEREAS, Assignor desires to transfer to Assignee all of Assignor's right,
title and interest in the Contract.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of
which are hereby acknowledged, Assignor and Assignee agree as follows:
1. Assignment of the Contract. Assignor hereby transfers and assigns to
Assignee all of Assignor's right, title and interest in and to the Contract.
2. Assumption and Acceptance of the Contract. By acceptance of this
Assignment, Assignee hereby assumes and agrees to perform all of the obligations
and covenants of Assignor under the Contract from and after the date and year
first written above or such other date as the parties may agree in writing (the
"Effective Date").
3. Consent. The effectiveness of this Assignment is expressly subject to
the written consent of Firstar Funds, Inc.
4. Indemnification. Assignor agrees that it will remain liable under the
Contract for all obligations arising on or before the Effective Date and will
indemnify and hold harmless Assignee from any such obligation.
IN WITNESS WHEREOF, this Assignment has been executed by Assignor and
Assignee as a sealed instrument as of the day and year first written above.
ASSIGNOR
FIRSTAR TRUST COMPANY
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
ASSIGNEE
FIRSTAR MUTUAL FUNDS SERVICES, LLC
By: /s/ Xxxxxx Xxxxxxxxx
Name: Xxxxxx X. Xxxxxxxxx
Title: Vice President
