Exhibit h (3)
AMENDMENT TO THE TRANSFER AGENCY
AND SERVICES AGREEMENT
THIS AMENDMENT, dated as of this 28/th/ day of December, 1999 is made to
the Transfer Agency and Services Agreement (the "Agreement") dated February 26,
between REMBRANDT FUNDS (n/k/a the ABN AMRO Funds)(the "Fund") and FIRST DATA
INVESTOR SERVICES GROUP, INC. (n/k/a PFPC Inc.)("PFPC").
WITNESSETH
WHEREAS, the parties desire to amend the Agreement.
NOW THEREFORE, the Fund and PFPC agree that as of the date first referenced
above, the Agreement shall be amended as follows:
1. All references to "First Data Investor Services Group, Inc." and "Investor
Services Group" are hereby deleted and replaced with "PFPC Inc." and "PFPC"
respectively.
2. Section 6.1 is modified by adding the following sentence: "The Fund
acknowledges that PFPC receives float benefits and investment earnings in
connection with maintaining certain accounts required to provide services under
this Agreement."
3. Exhibit 1 "LIST OF PORTFOLIOS" is hereby deleted and replaced with the
attached revised Exhibit 1.
4. Schedule B "FEE SCHEDULE" is hereby deleted and replaced with the attached
revised Schedule B.
5. Schedule C "OUT-OF-POCKET EXPENSES is hereby deleted and replaced with the
attached revised Schedule C.
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.
ABN AMRO FUNDS PFPC INC.
(f/k/a Rembrandt Funds) (f/k/a First Data Investor Services Group)
By: /s/ Xxxxxx X. Xxxxx By: /s/ Jylanne Xxxx
Title: Senior Vice President Title: Senior Vice President
Exhibit 1
LIST OF PORTFOLIOS
Revised as of December 28, 1999
Money Market Funds
Treasury Money Market Fund
Government Money Market Fund
Money Market Fund
Tax-Exempt Money Market Fund
Fixed Income Funds
Fixed Income Fund
Tax-Exempt Fixed Income Fund
International Fixed Income Fund
Balanced Funds
Balanced Fund
Equity Funds
Value Fund
Growth Fund
International Equity Fund
Small Cap Fund
Asian Tigers Fund
TransEurope Fund
Latin America Equity Fund
Real Estate Fund
Institutional Funds
Prime Money Market Fund
Treasury Money Market Fund
Government Money Market Fund
Schedule B
FEE SCHEDULE
------------
Revised As of December 28, 1999
1. Standard Fees
Per Open Account:
Money Market Funds $20.00 per account
Fixed Income Funds $17.00 per account
Balanced Funds $17.00 per account
Equity Fund $15.00 per account
Institutional Funds *
Per Closed Account: $3.00 per account
Minimum fee per class $10,000
*Open Account Fee, Closed Account Fee and Minimum fee per class is waived
for the Institutional Fund
After the one year anniversary of the effective date of this Agreement, Investor
Services Group may adjust the above fees once per calendar year, upon thirty
(30) days prior written notice in an amount not to exceed the cumulative
percentage increase in the Consumer Price Index for All Urban Consumers (CPI-U)
U.S. City Average, All items (unadjusted) - (1982-84=100), published by the U.S.
Department of Labor since the last such adjustment in the Client's monthly fees
(or the Effective Date absent a prior such adjustment).
2. Programming Costs
(a) Dedicated Team:
Programmer $100,000 per annum
BSA $ 85,000 per annum
Tester $ 65,000 per annum
(b) System Enhancements (Non Dedicated Team):
Programmer $ 135.00 per hour
No Programming Costs shall be incurred by Investor Services Group on behalf
of the Fund without the prior written consent of the Fund.
3. Early Termination Fee. The Early Termination Fee referred to in Section
13.5 and Section 8(e) of the Administration Agreement (together with this
Agreement, the "Agreements") shall equal in the aggregate $1,500,000 if such
termination occurs during the first year of the Agreements and $750,000 if such
termination occurs during the second year of the Agreements.
4. Print/Mail Fees.
Work Order $7.00 per work order
Daily Work (Confirms)
Hand $71/M with $75.00 minimum
$0.07/each insert (BRE & CRE have no charge)
Machine $42/M with $50.00 minimum
$0.003/each insert (BRE & CRE have no charge)
Daily Checks
Hand $71/M with $100.00 minimum daily
$0.08/each insert (BRE & CRE have no charge)
Machine $42/M with $75.00 minimum daily
$0.003/each insert (BRE & CRE have no charge)
There is a $2.50 charge for each Form 3606 sent.
Statements
Hand $78/M with $75.00 minimum
$0.08/each insert (BRE & CRE have no charge)
Machine $52/M with $75.00 minimum
$0.003/each insert (BRE & CRE have no charge)
$58/M for intelligent inserting
Periodic Checks
Hand $78/M with $100.00 minimum
$0.08/each insert (BRE & CRE have no charge)
Machine $52/M with $100.00 minimum
$0.01/each insert (BRE & CRE have no charge)
12b-1/Dealer Commission
Checks/Statements $0.78/each envelope with $100.00 minimum
Spac Reports/Group Statements $78/M with $75.00 minimum
Messaging $20/message
Listbills $0.78 per envelope with $75.00 minimum
Printing Charges $0.08/confirm/statement/page
$0.10/check
Folding (Machine) $18/M
Folding (Hand) $.12 each
Presort Charge $0.277 postage rate
$0.035/piece
Courier Charge $15.00 for each on call courier trip/ or
actual cost for on demand
Overnight Charge $3.50/package service charge plus Federal
Express/Airborne charge
Inventory Charge $20.00 for each inventory location as of the
15th of the month
Hourly Work: Special Projects,
Opening Envelopes, etc. $24.00/hour
Special Pulls $2.50 per account pull
Boxes/Envelopes
Shipping Boxes $0.85 each
Oversized Envelopes $0.45 each
Forms Development/Programming Fee $100.00/hour
Cutting Charges $10.00/M
5. Miscellaneous Charges. The Fund shall be charged for the following products
and services as applicable:
. Ad hoc reports
. Ad hoc SQL time
. Microfiche/microfilm production
. Magnetic media tapes and freight
OUT-OF-POCKET EXPENSES
The Fund shall reimburse PFPC monthly for applicable out-of-pocket expenses,
including, but not limited to the following items:
. Postage - direct pass through to the Fund
. Telephone and telecommunication costs, including all lease,
maintenance and line costs
. Proxy solicitations, mailings and tabulations
. Shipping, Certified and Overnight mail and insurance
. Terminals, communication lines, printers and other equipment and any
expenses incurred in connection with such terminals and lines
. Duplicating services
. Distribution and Redemption Check Issuance ($.07 per item for FSR
System Clients)
. Courier services
. Federal Reserve charges for check clearance
. Overtime, as approved by the Fund
. Temporary staff, as approved by the Fund
. Travel and entertainment, as approved by the Fund
. Record retention, retrieval and destruction costs, including, but not
limited to exit fees charged by third party record keeping vendors
. Third party audit reviews
. Insurance
The Fund agrees that postage and mailing expenses will be paid on the day
of or prior to mailing as agreed with PFPC. In addition, the Fund will promptly
PFPC for any other unscheduled expenses incurred by Investor Services Group
whenever the Fund PFPC mutually agree that such expenses are not otherwise
properly borne by PFPC as part of its duties and obligations under the
Agreement.
