AMENDMENT TO TRANSFER AGENT SERVICES AGREEMENT
This Amendment, dated as of the 1st day of April, 2000 made by and between
Xxxxxxxx Growth Fund, Inc. (the "Company") operating as a registered investment
company under the Investment Company Act of 1940, as amended, and PFPC, Inc.
(PFPC), a Delaware corporation (collectively, the "Parties").
WHEREAS, the Parties originally entered into a Transfer Agent Services
Agreement dated as of September 27, 1985 (the "Agreement"), as amended February
28, 1999, wherein PFPC agreed to provide certain services to the Company; and
WHEREAS, the Parties wish to amend the Agreement to extend the term of the
Agreement and revise Schedule "B" to the Agreement;
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein, the Parties hereto, intending to be legally bound, do hereby
agree as follows:
1. The Agreement shall continue until terminated by the Company or by
PFPC on ninety (90) days' prior written notice to the other party. In the event
the Company gives notice of termination, all expenses associated with movement
(or duplication) of records and materials and conversion thereof to a successor
service provider, and all trailing expenses incurred by PFPC, will be borne by
the Company.
2. Schedule "B" to the Agreement shall be deleted and replaced with the
attached Schedule "B".
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment
consisting of one typewritten page, together with amendment Schedule "B", to be
signed by their duly authorized officers as of the day and year first above
written.
Xxxxxxxx Growth Fund, Inc. PFPC Inc.
__________________________ ______________________________
By: Xxxxx X. Xxxxxxxx By: Xxxxxxx X. Xxxxx
Chairman Executive Vice President
Schedule B
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Compensation Schedule
For
Xxxxxxxx Growth Fund, Inc.
Fees Related to Shareholder and Transfer Agency Services
(To be Effective June 1, 2000)
Account Fee:
Annual and semi-annual dividend $17.00 per account per annum
Quarterly, monthly and daily dividend $19.00 per account per annum
CDSC Funds add 12% to annual per account fee
Inactive account $ .30 per account per month
Fees are billed monthly based on 1/12/th/ of the annual fee. An inactive
account is defined as having a zero balance with no dividend payable. Inactive
accounts are purged annually after year-end tax reporting.
Monthly Minimum Fee: $2,500.00 per Class/Portfolio
Transaction Charges:
Manual Financial/Non-Financial $ 1.50 per transaction
Telephone/Wire Orders $ 4.00 per purchase/redemption
New account opening $ .40 per account (electronic interface)
$ 5.00 per account (paper)
Customer Services/Broker Phone Calls $ 2.00 per call
12b-1 calculation $ .25 per account, per cycle
XXX/Qualified Plan processing: $12.00 per Social Security Number, per
annum*
$ 2.50 per distribution*
$25.00 per transfer in or transfer out*
*Shareholder may pay
FundServ Processing (if applicable):
$50.00 per month/per fund monthly maintenance fee
Networking Processing (if applicable):
$75.00 per month/per fund monthly maintenance fee
Literature Fulfillment Services:
$2.00 per inquiry/fulfillment
Optional Services and Out-of-Pocket:
There will be additional charges related to optional services and out-of-pocket
expenses including, but not limited to, the following:
Conversion/deconversion expenses, custom programming/development, custom
interfaces, price/rate reruns, individual state tax filings, third party
administrator support, ad hoc reports, travel and training, shareholder internet
access, statement of average cost, voice response and voice recognition
services, banking services, consolidated statements, postage and mailing.
