AMENDMENT TO THE TRANSFER AGENCY AND REGISTRAR AGREEMENT
AMENDMENT TO THE
TRANSFER AGENCY AND REGISTRAR AGREEMENT
THIS AMENDMENT, effective October 1, 2004 is made to the Combined Transfer Agency and Registrar Agreement dated June 13, 2003 (the “Agreement”) by and among by and among Munder Series Trust (“MST”), on behalf of each of its series, The Munder Funds, Inc. (“MFI”), on behalf of each of its series, The Munder Framlington Funds Trust (“MFFT”), on behalf of each of its series, and The Munder @Vantage Fund (“@Vantage”), and PFPC Inc. (“Transfer Agent”).
WITNESSETH
WHEREAS, as of October 30, 2003, pursuant to an Agreement and Plan of Reorganization and Redomiciliation (the “Reorganization Plan”) by and between MFI and MST, dated as of August 12, 2003, MFI reorganized each of its remaining portfolios (each, a “Portfolio”) into corresponding series of MST (each, a “New Portfolio”);
WHEREAS, under the Reorganization Plan, the assets of each Portfolio were acquired by its corresponding New Portfolio, and each New Portfolio assumed all responsibilities and liabilities of the corresponding Portfolio; and
WHEREAS, in accordance with Section 19 of the Agreement, the parties desire to amend the Agreement with respect to the Term and Termination provisions set forth in Section 16 of the Agreement and the Fee provisions set forth in Schedule A to the Agreement.
NOW THEREFORE, the parties agree that the Agreement shall be amended as follows:
| 1. | This Agreement is hereby terminated in its entirety with respect to with respect to MFI as of the close of business on October 30, 2003 and all references to MFI are hereby deleted and replaced with reference to MST. |
| 2. | Section 16(a) of the Agreement is hereby deleted in its entirety and replaced with the following new Section 16(a): |
“(a) Subject to the provisions for termination provided in subparagraphs (b), (c) and (d) of this Section 16, this Agreement shall be effective as of the date first written above with respect to the Funds listed in Exhibit 1 as of such date and shall continue until June 1, 2008. Subject to the provisions for termination provided in subparagraphs (b), (c) and (d) of this Section 16, following the end of the current term, this Agreement shall automatically renew for successive annual terms, unless MST, MFFT or @Vantage, as applicable, or the Transfer Agent provides written notice 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 term.”
| 3. | Effective October 1, 2004, Exhibit 1 to the Agreement “LIST OF PORTFOLIOS” is hereby deleted in its entirety and replaced with the attached Exhibit 1. |
| 4. | Effective October 1, 2004, Schedule A to the Agreement “TRANSFER AGENT FEES” is hereby deleted in its entirety and replaced with the attached Schedule A. |
| 5. | 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 modified or is otherwise inconsistent with any provision of the Agreement and related agreements, this Amendment shall control, but the Agreement and all related documents shall otherwise remain in full force and effect. |
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.
| MUNDER SERIES TRUST | ||||||||
| THE MUNDER FRAMLINGTON FUNDS TRUST | ||||||||
| THE MUNDER @VANTAGE FUND | PFPC INC. | |||||||
| By: |
/s/ Xxxxxxx Xxxx West |
By: |
/s/ Xxxxxxx XxXxxxxx | |||||
| Name: |
Xxxxxxx Xxxx West |
Name: |
Xxxxxxx XxXxxxxx | |||||
| Title: |
Assistant Secretary |
Title: |
Executive Vice President, Senior Managing Director | |||||
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Dated: October 1, 2004
Exhibit 1
LIST OF PORTFOLIOS
| Munder Balanced Fund |
| Munder Bond Fund |
| Munder Cash Investment Fund |
| Munder Emerging Markets Fund |
| Munder Future Technology Fund |
| Munder Index 500 Fund |
| Munder Intermediate Bond Fund |
| Munder International Bond Fund |
| Munder International Equity Fund |
| Munder International Growth Fund |
| Munder Large-Cap Value Fund |
| Munder Michigan Tax-Free Bond Fund |
| Munder Micro-Cap Equity Fund |
| Munder MidCap Select Fund |
| Munder Multi-Season Growth Fund |
| Munder NetNet® Fund |
| Munder Power Plus Fund® |
| Munder Real Estate Equity Investment Fund |
| Munder Small-Cap Value 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 |
| Liquidity Money Market Fund |
| Munder Institutional Government Money Market Fund |
| Munder Institutional Money Market Fund |
| Munder S&P® MidCap Equity Index Fund |
| Munder S&P® SmallCap Equity Index Fund |
The Munder Framlington Funds Trust
Munder Healthcare Fund
Munder @Vantage Fund
Munder @Vantage Fund
| THE MUNDER FRAMLINGTON FUNDS TRUST THE MUNDER @VANTAGE FUND |
PFPC INC. | |||||||
| By: |
/s/ Xxxxxxx Xxxx West |
By: |
/s/ Xxxxxxx XxXxxxxx | |||||
| Name: |
Xxxxxxx Xxxx West |
Name: |
Xxxxxxx XxXxxxxx | |||||
| Title: |
Assistant Secretary |
Title: |
Executive Vice President, Senior Managing Director | |||||
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Dated: October 1, 2004
Schedule A
TRANSFER AGENT FEES
| 1. | FUND PER ACCOUNT AND ASSET BASED FEES: |
| Per Account Fee: |
$13.00 per open non-NSCC Networked account per year | |
| $5.25 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) | ||
| Asset Based Fees: |
3.50 Basis Points up to $2 billion per portfolio | |
| 2.50 Basis Points from $2 billion to $5 billion per portfolio | ||
| 1.50 Basis Points from $5 billion thereafter per portfolio | ||
| Annual Minimum: |
$10,000.00 per class to a maximum of $50,000 per portfolio | |
| Other Fees: |
The Transfer Agent shall collect an annual fee of $10.00 per global account from each shareholder holding an XXX account (excluding Consumer’s Energy Group and certain other groups as agreed to by the Funds and PFPC.) | |
| 2. SYSTEM ENHANCEMENTS: |
Client defined system enhancements will be agreed upon by the Transfer Agent and the Funds and billed at a rate of $150.00 per hour. All programming rates are subject to an annual 5% increase after October 1, 2005. | |
| 3. | LOST SHAREHOLDER SEARCH/ REPORTING: |
$2.75 per account search, to be billed to Munder as fees are incurred by PFPC for this service.
| 4. | PRINT MAIL |
| A. | Print/Mail Fees |
| OUTPUT DEVELOPMENT | ||
| • Implementation Start-Up Fee |
$5,000 | |
| • Systems Development/Programming Fee |
$150.00/HR | |
| • Tech Support/Forms Development |
$150.00/HR | |
| • Systems Testing |
$85.00/HR | |
| PRINTING / PROCESSING | ||
| • Per Confirm/Statement/Page Printing |
$0.082 | |
| • Per Check Printing |
$0.102 | |
| • Print Change of Address |
$0.010 | |
| INSERTING (daily minimums may apply) | ||
| • Confirms Machine Inserting per page (includes BRE or CRE) |
$0.043 ($50 min) | |
| • Additional Inserts Machine |
$0.010 | |
| • Confirms Hands Inserting per page (includes BRE or CRE) |
$0.073 ($50 min) | |
| • Additional Inserts Hands |
$0.072 | |
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| • Statements Machine Inserting per page (includes BRE or CRE) |
$0.053 ($50 min) | |
| • Additional Inserts Machine |
$0.010 | |
| • Statements Hands Inserting per page (includes BRE or CRE) |
$0.080 ($50 min) | |
| • Additional Inserts Hands |
$0.082 | |
| • Checks Machine Inserting per page |
$0.053 ($50 min) | |
| • Additional Inserts Machine |
$0.010 | |
| • Checks Hands Inserting per page |
$0.093 ($50 min) | |
| • Additional Inserts Hands |
$0.082 | |
| • Machine Intelligent Inserting per page |
$0.059 | |
| • Hands Intelligent Inserting per page |
$0.128 | |
| • Dealer Commission Checks or 12B-1 Checks |
$0.798 Each ($100 min) | |
| SHIPPING / INVENTORY | ||
| • Express mail package service fee (plus actual courier charge) |
$3.50 | |
| • Inventory dumps / S.K.U |
$20.00 | |
| • Inventory receipts / S.K.U. |
$20.00 | |
| • Inventory storage / location / month – per skid |
$20.00 | |
| • Disaster Recovery Storage |
At Cost | |
| • Courier Charge |
At Cost | |
| • Shipping Boxes |
$0.95 (No CPI Increase) | |
| • Oversized Envelopes |
$0.47 (No CPI Increase) | |
| SPECIAL MAILINGS | ||
| • Workorder Administration fee |
$30.00 | |
| • Creation of Zip Disk |
$135.00 | |
| • ZIP+4 Data Enhancement |
$0.010 ($125 min) | |
| • Data Manipulation |
$80.00/HR | |
| • Adhoc Programming |
$150.00/HR | |
| • Admark & Machine Insert 1 piece into #10 or 6x9 |
$0.063 ($125 min) | |
| • Additional Machine Insert into #10 or 6x9 |
$0.0026 | |
| • Admark & Machine Insert 1 piece into 9x12 |
$0.102 ($125 min) | |
| • Additional Machine Insert into 9x12 |
$0.005 | |
| • Admark Only #10, 6x9 or 9x12 |
$0.039 ($75 min) | |
| • Admark & Hand insert 1 piece into #10, 6x9 or 9x12 |
$0.082 | |
| • Hand Sort |
$0.026 | |
| • Print, Affix labels, Hand Insert 1 Piece |
$0.33 ($75 min) | |
| • Print and affix labels to self mailer |
$0.20 ($75 min) | |
| • Print Labels only |
$0.102 | |
| • Affix Labels only |
$0.102 | |
| • Additional inserts Hand |
$0.082 | |
| • Legal Drop per Mailing |
$150.00 | |
| • Copy of 3602 or 3606 per Mailing |
$3.00 | |
| • Combo or Household Charge |
$0.006 | |
| • Create Mailing List |
$0.410 ($75 min) | |
| • Tabbing |
||
| • 1 Tab |
$0.008 | |
| • 2 Tabs |
$0.010 | |
| MISC FEES | ||
| • Manual pulls |
$2.50 | |
| • Special Projects Hourly Work |
$24.00 | |
| • Per piece mail preparation / presort fee |
$0.035 | |
| • Fast Forward Fees |
$0.15 | |
| • Machine Folding |
$0.0184 | |
| • Hand Folding |
$0.123 | |
| • Discounts |
5% credit fee/per invoice excluding taxes and postage | |
| • Sales Tax (MA Rate) 5% X 5% |
||
A-3
| B. | Tax Form Output Processing* |
| • Print & Process |
$0.42 | |
| • Workorder Administration Fee |
$15.00 | |
| • Minimum Processing/Job |
$75.00 | |
| • Dupe Tax Forms |
$0.50 ($15 min per day) | |
| • Intelligent Inserting Machine |
$0.045 | |
| • Additional Machine Insert |
$0.01 | |
| • Additional Hand Insert |
$0.06 | |
| • Affidavit Charge |
$3.50 | |
| • Pulls |
$2.50 | |
| • Presort Fee |
$0.035 | |
| C. Miscellaneous Tax Mailings |
||
| • Duplex Print |
$0.11 | |
| • Simplex Print |
$0.08 | |
| • Affidavit Charge |
$3.50 | |
| • Machine Insert |
$0.056 | |
| • Hand Insert |
$0.065 | |
| • Machine Folding |
$0.018 | |
| • Hand Folding |
$0.12 | |
| • Additional Machine Inserts |
$0.01 | |
| • Additional Hand Inserts |
$0.06 | |
| • Work Order Fee |
$15.00 | |
| • Minimum Processing/Job |
$75.00 | |
| • Pulls |
$2.50 | |
| • Presort Fee |
$0.035 | |
| D. Digital Services |
||
| • Alchemy Images / CD Images |
$0.05 | |
| • PDF Storage for Alchemy Server |
$0.01 | |
| • Original CD-ROM Charges |
$225.00 per CD | |
| • Duplicate CD-ROM Charges |
$175.00 per CD | |
| • Set up Fee |
$1,500 | |
Note: Any portal clicks/view charges apply based on existing IMPRESSNet/AdvisorCentral contracts.
| 5. | Miscellaneous Charges. The Fund shall be charged for the following products and services as applicable: |
| • | Ad hoc reports |
| • | Ad hoc SQL time |
| • | Banking Services |
| • | 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. The Transfer Agent 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),
A-4
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).
| 6. | DAZL Fees |
Set-up Fee: $5,000.00 (waived)
$1,000.00 per month plus $0.025 per record transmitted ($0.015/price record)
| 7. | AUDIO VRU |
Ongoing monthly fees: Per call: $0.10
Per minute in VRU: $0.29
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
| 8. | IMPRESSNetR Fees |
| 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 |
| 9. | CBA: |
Set Up Fee: $38,400
Annual per account for all eligible accounts $0.30 per year
Programming Costs: $80.00 per hour
A-5
| 10. | Small Account Fee: |
Once per quarter on such dates as specified by the Funds, the Transfer Agent shall collect a small account fee (the “Small Account Fee”) of $6.00 per account per Fund from shareholder accounts meeting the following criteria:
| • | Individual Fund XXX and UGMA/UTMA positions of <$450 in value |
| • | Individual Fund non-XXX/UGMA/UTMA positions of <$2,300 in value |
Except that accounts meeting the following criteria shall be excluded:
| • | All accounts with the same Tax ID aggregated together that have a value >$25,000 |
| • | All accounts coded by the Funds or PFPC as Transaction Fee Exempt, VIP, Minimum Balance Fee Exempt, or Employee |
| • | All NSCC-networked accounts |
| • | All street name, omnibus and plan-level retirement accounts |
| • | All accounts coded by the Funds or PFPC Stop Debit or Stop All or those without a Tax ID |
| • | All Class R, Class K and Class Y share accounts |
| • | All accounts with an active Automatic Investment Plan (AIP) |
| • | Other such exceptions as agreed to by the Funds and PFPC |
The Transfer Agent shall retain all Small Account Fees collected. The Funds shall reimburse the Transfer Agent for any fees not collected as a result of the Funds’ changes to any of the above criteria unless such changes are agreed to in advance by the Funds and PFPC.
| 11. | AML Fees: |
| Number of Open Accounts |
Annual Fee | ||
| 1,000,000 + |
$ | 50,000 | |
| 500,000 - 999,999 |
$ | 35,000 | |
| 100,000 - 499,999 |
$ | 26,000 | |
| 50,000 - 99,999 |
$ | 13,000 | |
| 10,000 - 49,999 |
$ | 6,000 | |
| 100 - 9,999 |
$ | 3,000 | |
| 12. | Retirement Plan Document Fees: |
The Transfer Agent shall provide the Funds with prototype documents and related updates in compliance with all applicable provisions of the Internal Revenue Code and related regulations:
| $500 per year - |
XXX - Traditional (includes SEP) | |
| $500 per year - |
XXX - Xxxx | |
| $500 per year - |
XXX - Simple | |
| $500 per year - |
Xxxxxxxxx ESA (formerly known as the Education XXX) | |
| $750 per year - |
Non ERISA 403(b)(7) (for salary reduction contributions only) | |
| $750 per year - |
Money Purchase (multi participant / flexible plan documents) | |
| $750 per year - |
Profit Sharing (multi participant / flexible plan documents) | |
| $750 per year - |
EZk (developed for a single participant/Owner Only with income below $160,000) |
| 13. | Customer Identification Program Fees: |
$2.25 per customer verification
$0.02 per month per such result stored
A-6
| 14. | NSCC Transaction Charges: |
$0.15 per financial transaction
$0.10 per confirmation
The Transfer Agent will provide an invoice for the fees described in this Schedule A as soon as practicable after the end of each calendar month. The Fund agrees to pay to the Transfer Agent 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, the Transfer Agent 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.
| MUNDER SERIES TRUST | ||||||||
| THE MUNDER FRAMLINGTON FUNDS TRUST | ||||||||
| THE MUNDER @VANTAGE FUND | PFPC INC. | |||||||
| By: |
/s/ Xxxxxxx Xxxx West |
By: |
/s/ Xxxxxxx XxXxxxxx | |||||
| Name: |
Xxxxxxx Xxxx West |
Name: |
Xxxxxxx XxXxxxxx | |||||
| Title: |
Assistant Secretary |
Title: |
Executive Vice President, Senior Managing Director | |||||
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