Exhibit 99(h)(3)
AMENDMENT TO THE
COMBINED TRANSFER AGENCY AND REGISTRAR AGREEMENT
THIS AMENDMENT, to become effective as of the Closing Date (defined below),
is made to the Combined Transfer Agency and Registrar Agreement dated June 13,
2003 (the "Agreement") by and among Munder Series Trust ("MST"), on behalf of
its series, The Munder Funds, Inc. ("Company"), on behalf of each of its series,
The Munder Framlington Funds Trust ("Framlington"), on behalf of each of its
series, Munder @Vantage Fund ("@Vantage"), and PFPC Inc. ("PFPC").
WITNESSETH
WHEREAS, MST, the Company, Framlington, and @Vantage participate in PFPC's
DCXchange(R) Program and retain PFPC to perform services with respect to shares
of the Funds held by or on behalf of the Participants;
WHEREAS, PFPC has agreed to sell its proprietary retirement recordkeeping
technology and third party servicing business to Wachovia Bank, N.A.
("Wachovia") with an anticipated closing date of June 30, 2003 (the date of
actual close shall be referred to herein as the "Closing Date");
WHEREAS, PFPC desires to facilitate such sale by entering into an agreement
with the Funds apart from this Agreement to provide recordkeeping services on
behalf of Plans with respect to Shares of the Funds, which will be assigned to
Wachovia on the Closing Date;
WHEREAS, the parties desire to revise the Agreement to reflect the
termination of DCXchange(R) Program services by PFPC;
NOW THEREFORE, MST, the Company, Framlington, and @Vantage and PFPC agree
that as of the date first referenced above, the Agreement shall be amended as
follows:
1. The parties agree that, effective on the Closing Date, all provisions of
the Agreement relating exclusively to the DCXchange(R) Program, including
services and fees related thereto, are hereby deleted. As of the Closing
Date PFPC will be under no continuing obligation to provide such services
pursuant to this Agreement and MST, the Company, Framlington, and @Vantage
will be under no continuing obligation to pay to PFPC any fees relating to
such services pursuant to this Agreement; provided, however, that MST, the
Company, Framlington, and @Vantage remain obligated to PFPC to pay any fees
which will have accrued prior to the Closing Date.
2. This Amendment contains the entire understanding among the parties with
respect to the transactions contemplated hereby. To the extent that any
provision of this Amendment modified or is otherwise inconsistent with any
provision of the Agreement and related agreements, this Amendment shall
control, but the Agreement and all related documents shall otherwise remain
in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers, as of the day and year first above
written.
MUNDER SERIES TRUST
THE MUNDER FUNDS, INC.
THE MUNDER FRAMLINGTON FUNDS TRUST
MUNDER @VANTAGE FUND PFPC INC.
By: /s/ Xxxxxxx Xxxx West By: /s/ Xxxxxxx DeNotrio
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Name: Xxxxxxx Xxxx West Name: Xxxxxxx DeNotrio
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Title: Assistant Secretary Title: Executive Vice President
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