Exhibit 16(i)
ADDENDUM TO SHAREHOLDER SERVICING AGREEMENT
This Addendum to Shareholder Servicing Agreement (the "Addendum") is made this
____ day of __________, 2003 between State Street Global Markets, LLC (the
"Distributor") and _____________________ (the "Agent"). Except as otherwise
provided in this Addendum, all capitalized terms shall have the meaning ascribed
thereto in the Shareholder Servicing Agreement between the Distributor and the
Agent dated ________________ (the "Agreement").
WHEREAS, pursuant to the Agreement, the Agent is authorized to perform
shareholder account servicing functions with respect to each portfolio series of
the SSgA Funds identified on Schedule A hereto, as amended from time to time
(the "Schedule A Funds"); and
WHEREAS, the Agent has established an additional class of Shares of the SSgA
Funds designated as the "Class R Shares"; and
WHEREAS, the Agent and the Distributor desire for the Agent to perform
shareholder account functions with respect to the Class R Shares of each
Schedule A Fund in accordance with the terms of the Agreement, as amended and/or
supplemented by this Addendum;
NOW, THEREFORE, the Distributor and the Agent hereby agree as follows:
1. Except as otherwise provided in this Addendum, (i) all terms and conditions
of the Agreement shall apply with respect to Class R Shares, and (ii) the term
"Shares," as used in the Agreement, shall include Class R Shares, and the term
"Fund," as used in the Agreement, shall include each Schedule A Fund.
2. Notwithstanding anything to the contrary in the Agreement, for its services
under the Agreement with respect to the Class R Shares of each Fund, the Agent
shall be entitled to receive a fee payable by the Distributor or the SSgA Funds
in the amount set forth in Schedule A hereto. All amounts paid or payable to the
Agent pursuant to this Addendum shall be paid or payable as compensation for the
Agent's services under the Agreement and this Addendum without regard to the
actual expenses incurred by the Agent in connection therewith.
3. The Agent represents and warrants that the performance of its services under
the Agreement and this Addendum and the receipt of compensation in connection
therewith does not and will not violate the Employee Retirement Income Security
Act of 1974, as amended, or any regulation thereunder and is consistent with the
Agent's obligations to its Customers under applicable state and Federal law. The
Agent further represents and warrants that its activities conducted pursuant to
the Agreement and this Addendum either (i) do not require the Agent to register
as a broker, dealer or transfer agent under applicable law or (ii) do require
registration as a broker, dealer or transfer agent under applicable law and
Agent is duly registered as such.
4. The Agent covenants that Class R Shares of a Fund will not be offered or sold
to any Customer unless such offer or sale has been preceded by or is accompanied
with (i) a current prospectus with respect to such Class R Shares and (ii)
disclosure of the compensation payable to the Agent hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed
by their officers thereunto duly authorized as of the date written above.
STATE STREET GLOBAL MARKETS, LLC
By:_____________________
[AGENT]
By:_____________________
SCHEDULE A
NAME OF FUND FEE*
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* As a percentage of the average daily net assets of the Fund represented by
Class R Shares owned beneficially by Customers of the Agent
