CRESTAR BANK
AMENDMENT NO. 1 TO
TRANSFER AGENT AGREEMENT DATED AUGUST 1, 1994
BETWEEN CRESTAR BANK (THE "TRANSFER AGENT")
AND THE ARBOR FUND (THE "TRUST")
WHEREAS, the Transfer Agent and the Trust have entered into a Transfer
Agent Agreement dated August 1, 1994 (the "Agreement") pursuant to which the
Transfer Agent has agreed to provide certain transfer agency services to the
Trust;
WHEREAS, the Trust wishes to appoint the Transfer Agent to provide transfer
agency services for each of the Trust's existing and future investment
portfolios that are advised by Crestar Asset Management Company (the "Funds");
WHEREAS, the Trust and the Transfer Agent have agreed to enter into this
Amendment in order to authorize the Transfer Agent to provide transfer agency
services to each of the Funds;
NOW, THEREFORE, in consideration of the premises, the parties hereto agree
as follows:
1. Terms, other than "Fund," that are defined in the Agreement are used
herein with their defined meanings.
2. The term "Fund" in the Agreement is redefined hereby to incorporate
each of the Funds that are listed on Schedule B to the Agreement, as may be
revised from time to time by mutual consent of the parties ("Schedule B").
3. The Transfer Agent agrees to act as Transfer Agent of the cash and
securities of each of the Funds listed on Schedule B.
4. Except as expressly amended hereby, all terms and provisions of the
Agreement are and shall continue to be in full force and effect. This Amendment
shall be construed in accordance with the applicable laws of the Commonwealth of
Virginia. This Amendment may be executed by one or both of the parties hereto
on any number of separate counterparts, and all of said counterparts taken
together shall be deemed to constitute one and the same instrument.
5. A copy of the Agreement and Declaration of Trust of the Trust is on
file with the Secretary of the Commonwealth of Massachusetts, and notice is
hereby given that this instrument is executed on behalf of the Trustees of the
Trust as Trustees, and is not binding upon any of the Trustees, officers, or
shareholders of the Trust individually but binding only upon the assets and
property of the Trust.
6. No investment portfolio of the Trust shall be liable for the
obligations of any other investment portfolio of the Trust. Without limiting
the generality of the foregoing, the Transfer Agent shall look only to the
assets of the Funds for payment of fees for services rendered to the Funds.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed and delivered by their respective authorized officers as of the
11th day of November, 1997.
THE ARBOR FUND
By: /s/ Xxxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: Vice President & Asst. Secretary
CRESTAR BANK
By: /s/ E. Xxxxxxx Xxxxxxxx
-----------------------------------
Name: E. Xxxxxxx Xxxxxxxx
Title: Executive Vice-President
SCHEDULE B
TO THE TRANSFER AGENT AGREEMENT, AS AMENDED
BETWEEN THE ARBOR FUND AND CRESTAR BANK
U.S. Government Securities Money Fund
Prime Obligations Fund
