AMENDMENT NO. 9 TO
TRANSFER AGENCY AND SERVICES AGREEMENT
This Amendment No. 9, dated as of June __, 2000, is entered into
between THE GALAXY FUND (the "Fund"), a Massachusetts business trust, and PFPC
INC. ("PFPC") (formerly known as First Data Investor Services Group, Inc.), a
Massachusetts corporation.
WHEREAS, the Fund and PFPC have entered into a Transfer Agency and
Services Agreement, dated as of June 1, 1997, as subsequently amended (as so
amended, the "Transfer Agency Agreement"), pursuant to which the Fund appointed
PFPC to act as the transfer agent, dividend disbursing agent and agent in
connection with certain other activities for the Fund's portfolios; and
WHEREAS, Section 25.1 of the Transfer Agency Agreement provides, in
part, that no change, termination, modification or waiver of any term or
condition of the Transfer Agency Agreement shall be valid unless in writing
signed by each party;
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. The section of Schedule B of the Transfer Agency Agreement
entitled "Shareholder Services - Annual Maintenance Fee" is amended and restated
to read as follows:
"ANNUAL MAINTENANCE FEE
Fees are billed on a monthly basis at the rate of 1/12 of the annual
fee. A charge is made for an account in the month that an account opens
or closes. The Annual Maintenance Fee is as follows:
Type of Account Annual Maintenance Fee
--------------- ----------------------
Open Accounts
Non-Networked Accounts $14.00
Networked Accounts
0-100,000 $11.00
over 100,000 $ 8.00
Closed Accounts
0-100,000 $14.00
over 100,000 $11.00"
2. Except to the extent amended hereby, the Transfer Agency
Agreement shall remain unchanged and in full force and effect and is hereby
ratified and confirmed in all respects as amended hereby.
IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 9
as of the day and year first above written.
THE GALAXY FUND
By:
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Name: Xxxx X. X'Xxxxx
Title: President
PFPC INC.
By:
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Name:
Title:
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