Exhibit 99(h)(12)
AMENDMENT TO THE
TRANSFER AGENCY AND REGISTRAR AGREEMENT[S]
THIS AMENDMENT, dated as of December 31, 2001 is made to the Transfer
Agency Agreement[s] (the "Agreement[s]") between each of the Funds executing
this Amendment and listed on Exhibit 1 of this Amendment attached hereto and
incorporated herein (hereinafter individually and collectively referred to as
the "Fund") and PFPC Inc. (f/k/a First Data Investor Services Group, Inc.
("PFPC").
1. The term of the Agreements shall be extended through June 1, 2005.
Following the end of the term, the Agreement shall automatically renew for
successive annual terms each, unless the Fund or PFPC provides written
notice to the other of its intent not to renew. Such notice must be
received not less than one-hundred twenty (120) days and not more than one
hundred eighty (180) days prior to the expiration of the then current
Renewal Term.
2. The parties hereby acknowledge that PFPC has ceased to operate and maintain
XXXXXXXXxx.xxx(R), the Internet Web site utilized by Financial Planners to
facilitate Account Inquiries and Financial Transactions and PFPC has
arranged to provide temporary Internet access for Financial Planners
through AdvisorCentral, LLC. In connection with the foregoing, upon the
earlier of (a) November 26, 2002; or (b) the execution by the Funds (or an
affiliate thereof) of an agreement directly with AdvisorCentral relating to
Financial Planner access to Fund and related Shareholder information via
the Internet, (i) all references to "Financial Planners" shall be deleted
from the IMPRESSNet sections of the Agreements; and (ii) all reference to
IMPRESSNet(R) Brokerage Fees shall be deleted from Schedule A - Transfer
Agent Fees.
3. Schedule A "Transfer Agent Fees" is deleted in its entirety and the
following new Schedule A is inserted in its place.
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 modifies or is otherwise inconsistent with any provision of the
prior agreements and related agreements, this Amendment shall control, but the
prior agreements and all related documents shall otherwise remain in full force
and effect.
IN WITNESS WHEREOF, each party has caused this Amendment to be executed by
its duly authorized representative on the date first stated above.
PFPC INC. ST. CLAIR FUNDS, INC.
By: /s/ Xxxxxxx Denotrio By: /s/ Xxxxxxx X. Xxxxxxxxxxx
Name: Xxxxxxx Denotrio Name: Xxxxxxx X. Xxxxxxxxxxx
Title: Executive Vice President Title: Vice President and Secretary
THE MUNDER FRAMLINGTON THE MUNDER FUNDS TRUST
FUNDS TRUST
By: Xxxxxxx X. Xxxxxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxxxxxx
Name: Xxxxxxx X. Xxxxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxxxx
Title: Vice President and Secretary Title: Title: Vice President and
Secretary
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THE MUNDER FUNDS, INC. MUNDER @VANTAGE FUND
By: /s/ Xxxxxxx X. Xxxxxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxxxxxx
Name: Xxxxxxx X. Xxxxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxxxx
Title: Vice President and Secretary Title: Vice President and Secretary
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Exhibit 1
List of Funds and Portfolios
The Munder Funds Trust
Munder Balanced Fund
Munder Bond Fund
Munder Cash Investment Fund
Munder Index 500 Fund
Munder Intermediate Bond Fund
Munder International Equity Fund
Munder Large-Cap Value Fund
Munder Michigan Tax-Free Bond Fund
Munder Small Company Growth Fund
Munder Tax-Free Bond Fund
Munder Tax-Free Money Market Fund
Munder Tax-Free Short-Intermediate Bond Fund
Munder U.S. Government Income Fund
Munder U.S. Treasury Money Market Fund
The Munder Funds, Inc.
Munder Bio(Tech)/2/ Fund
Munder Digital Economy Fund
Munder Fund of Funds Munder
Future Technology Fund
Munder International Bond Fund
Munder International NetNet Fund
Munder Large-Cap Growth Fund
Munder Micro-Cap Equity Fund
Munder MidCap Select Fund
Munder Money Market Fund
Munder Multi-Season Growth Fund
Munder NetNet Fund Munder Power Plus Fund
Munder Real Estate Equity Investment Fund
Munder Small-Cap Value Fund
The Munder Framlington Funds Trust
Munder Framlington Emerging Markets Fund
Munder Framlington Global Financial Services Fund
Munder Framlington Healthcare Fund
Munder Framlington International Growth Fund
St. Clair Funds, Inc.
Munder Institutional S&P 500 Index Equity Fund
Munder Institutional S&P MidCap Index Equity Fund
Munder Institutional S&P SmallCap Index Equity Fund
Munder Institutional Short-Term Treasury Fund
Munder Institutional Money Market Fund
Liquidity Plus Money Market Fund
Munder @Vantage Fund
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SCHEDULE A
TRANSFER AGENT FEES
EFFECTIVE AS OF: JANUARY 1, 2002
1. RETAIL FUND PER ACCOUNT FEES: (apply to all Munder Funds Trust , Munder
Funds Inc, Munder Framlington Funds Trust, Munder @vantage Fund, and St.
Clair Liquidity Plus Money Market Fund Portfolio)
Per Account Fee: $23.75 per open non-NSCC Networked account per year
$12.00 per open NSCC Networked account per year
$1.75 per closed account per year (any account
closed within a month is considered an open account
until the following month)
Annual Minimum: $40,000.00 per Portfolio
Other Fees: XXX accounts will be charged $10.00 per global
account per annum (excluding Consumer's Energy
Group)
NSCC Transaction Charge is $.15 per financial
transaction
2. INSTITUTIONAL FUND FEE STRUCTURE (St. Clair Fund, Inc. excluding St. Clair
Liquidity Plus Money Market Fund Portfolio):
Fund Complex Minimum* $90,000 per month
Asset Based Fees 3.50 Basis Points for assets *5 billion
2.50 Basis Points for assets 5 billion - 9 billion
2.00 Basis Points for assets ** 9 billion
Other Fees: XXX accounts will be charged $10.00 per global
account per annum (excluding Consumer's Energy
Group)
NSCC Transaction Charge is $.15 per financial
transaction
3. SYSTEM ENHANCEMENTS: Client defined system enhancements will be agreed
upon by the Transfer Agent and Munder Capital and
billed at a rate of $150.00 per hour. All
programming rates are subject to an annual 5%
increase after the one-year anniversary of the
effective date of this Agreement
4. OST SHAREHOLDER SEARCH/ REPORTING:
$2.75 per account search*
*The per account search fee shall be waived until January 2001 so long
as the Fund retains Xxxxx Tracers, Inc. ("KTI") to provide the Fund
with KTI's "In-Depth Research Program" services.
5. PRINT MAIL
A. PRICING SCHEDULE FOR SPECIAL MAILINGS FOR MUNDER GROUP OF FUNDS
This pricing is based on appropriate notification (standard of 30 day
notification) and scheduling for special mailings. Scheduling requirements
include having collateral arrive at agreed upon times in advance of
deadlines. Mailings which arise with shorter time frames and turns will be
billed at a maximum premium of 50% based on turn around requirements.
Work Order: $30.00 per Workorder
* denotes Less than
** denotes Greater than
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Technical Support/Data Processing:
$135.00 to create an admark tape
$10.00/K to zip + 4 data enhance with $125.00 minimum
$80.00/hr for any data manipulation
$6.00/K combo charge
Admark & Machine Insert
#10, #11, 6x9
$62/K to admark envelope and machine insert 1 piece, with $125.00 min
$2.50/K for each additional insert
$38/K to admark only with $75.00 minimum
$25.00/X xxxx sort
9x12
$100/K to admark envelope and machine insert 1 piece, with $125.00 min
$5.00/K for each additional insert
$38/K to admark only with $75.00 minimum
$0.08 for each hand insert
Admark & Hand Insert
#10, #11, 6x9
$0.08 for each hand insert
$25.00/X xxxx sort
9x12
$0.09 for each hand insert
$25.00/X xxxx sort
Pressure/Sensitive Labels:
$0.32 each to create, affix and hand insert 1 piece, with a $75.00
minimum
$0.08 for each hand insert
$0.10 to affix labels only
$0.10 to create labels only
Legal Drop (Semi/Annual Reports; mailing ten plus pieces)
$150.00 / compliant legal drop per job and processing fees
Create Mailing List: $0.40 per entry with $75.00 minimum
Presort Fee: $0.035 per piece
B. PRINT MAIL Pricing Schedule For Munder Group of Funds
Daily Work (Confirms):
Hand: $71/K with $50.00 minimum (includes 1 insert)
$0.07/each additional insert
Machine: $42/K with $50.00 minimum (includes 1 insert)
$0.01/each additional insert
Daily Checks:
Hand: $91/K with $50.00 minimum daily (includes 1 insert)
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$0.08/each additional insert
Machine: $52/K with $50.00 minimum (includes 1 insert)
$0.01/each additional insert
* There is a $3.00 charge for each 3606 Form sent.
Quarterly/Monthly Statements:
Hand: 78/K with $50.00 minimum (includes 1 insert)
$0.08/each additional insert
$125/K for intelligent inserting
Machine: $52/K with $50.00 minimum (includes 1 insert)
$0.01 each additional insert
$58/K for intelligent inserting
Periodic Checks (i.e. dividend, ACW):
Hand: $91/K with $75.00 minimum (includes 1 insert)
$0.08/each additional insert
Machine: $52/K with $75.00 minimum (includes 1 insert)
$0.01/each additional insert
12B1/Dealer Commission Checks/Statements: $0.78/each envelope with $100.00
minimum
Printing Charges: (price ranges dependent on volumes)
$0.08/per confirm/statement/page
$0.10/per check
Folding (Machine): $18/K
Folding (Hand): $.12 each
Presort Charge: $0.035 per piece
Courier Charge: $15.00 for each on call courier trip/or actual cost for
on demand
Overnight Charge: $3.50 per package service charge plus Federal Express/
Airborne charge
Inventory Storage: $20.00 for each inventory location as of the 15th of
the month
Inventory Receipt: $20.00 for each SKU / Shipment
Hourly work; special projects, opening envelopes, etc... $24.00 per hour
Special Pulls: $2.50 per account pull
Boxes/Envelopes: Shipping boxes $0.85 each
Oversized Envelopes $0.45 each
Forms Development/Programming Fee: $150.00/hour
Systems Testing: $85.00/hour
Cutting Charges: $10.00/K
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7. Miscellaneous Charges. The Fund shall be charged for the following products
and services as applicable:
. Ad hoc reports
. Ad hoc SQL time
. COLD Storage
. Digital Recording
. Microfiche/microfilm production
. Magnetic media tapes and freight
. Pre-Printed Stock, including business forms, certificates, envelopes,
checks and stationary
Fee Adjustments. PFPC may adjust the per account fees and the print mail 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).
8. DAZL Fees:
Set-up Fee: $5,000.00 (waived)
$1,000.00 per month plus $0.25 per record transmitted ($0.15/price
record)
9. AUDIO VRU
Ongoing monthly fees: Per call: $000.10
Per minute in VRU: $000.29
Monthly maintenance: $500.00*
*The monthly maintenance fee includes: hardware and software upgrades and
on call support
Also, the voice recording will be billed out at $150.00 per hour
10. IMPRESSNet(R) Fees
A. IMPRESSNet(R) Retail.
1. Transaction Costs:
. Account Inquiry $.10 per inquiry
. Financial Transactions $.50 per transaction
2. Hardware Maintenance Fee Including Hardware and Software:
$50,000 per annum* -
. Does not include client hardware and software requirements. That is an
out-of-pocket expense for the client
. Installation of hardware is billed as time and materials
. Does not include third party hardware and software maintenance
agreements
. Does not include hardware upgrades
3. Customized Development: $150 per hour*
4. Call Center Services for Registration (one-time): $2.50 per call
5. Network Fee (one-time): $2,100*
6. PIN Registration and Lost PIN Replacement: $1.50 per call
B. IMPRESSNet(R) Brokerage.
1. One Time Set up Fee: $30,000* - Fee Waived
$ 1,000 per Portfolio
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2. Annual Maintenance Fee: $40,000*
3. Transaction Costs:
. Account Inquiry $.05 per inquiry
. Financial Transactions $.30 per transaction
. Statements $.10 per statement
. New Account Set Up $1.50 per account
with settlement
. Backoffice $0.05 per click
4. Customized Development: $150 per hour*
5. PIN Registration and Lost PIN Replacement : $2.50 per/PIN
* Cumulative charge with respect to all Funds executing this Amendment and
such other Funds advised by Munder Capital Management services by PFPC.
The above referenced fees do not include fees associated with third party
software products or fees associated with other PFPC products which may be
required to utilize future releases of IMPRESSNet(TM) .
11. CBA:
Set Up Fee: $38,400
Annual per account for all eligible accounts $0.30 per year Programming
Costs: $80.00 per hour
PFPC will provide an invoice as soon as practicable after the end of each
calendar month. The Fund agrees to pay to PFPC the amounts so billed by Federal
Funds Wire within thirty (30) business days after the Fund's receipt of the
invoice. In addition, with respect to all fees, PFPC may charge a service fee
equal to the lesser of (i) one and one half percent (1-1/2%) per month or (ii)
the highest rate legally permitted on any past due invoiced amounts.
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