ADDENDUM TO TRANSFER AGENCY AGREEMENT
THIS ADDENDUM, dated as of July 24, 2002, modifies the Transfer Agency
Agreement by and between UMB Fund Services, Inc. ("UMBFS") (formerly Sunstone
Financial Group, Inc.) and Scout Investment Advisors, Inc. (the "Advisor") on
behalf of the UMB Scout Funds (collectively, the "Funds"), such Agreement
being hereinafter referred to as the "Agreement."
WHEREAS, Section 352 of the USA Patriot Act (the "Act") and the Interim Final
Rule (Section 103.130) adopted by the Department of the Treasury's Financial
Crimes Enforcement Network (the "Rule") require the Funds to develop and
implement an anti-money laundering program and monitor the operation of the
program and assess its effectiveness;
WHEREAS, in order to assist its transfer agent clients with their anti-money
laundering compliance responsibilities under the Act and the Rule, UMBFS has
provided to the Advisor for its consideration and approval written procedures
describing various tools designed to promote the detection and reporting of
potential money laundering activity by monitoring certain aspects of shareholder
activity (the " Monitoring Procedures"); and
WHEREAS, the Funds desire to implement the Monitoring Procedures as part of
their overall anti-money laundering program and, subject to the terms of the
Rule, delegate to UMBFS the day-to-day operation of the Monitoring Procedures on
behalf of the Funds.
NOW THEREFORE, the parties agree, and the Agreement is hereby modified, as
follows:
1. The Advisor acknowledges that it has had an opportunity to review, consider
and comment upon the Monitoring Procedures provided by UMBFS and the Advisor
has determined that they, as part of the Funds' overall anti-money laundering
program, are reasonably designed to prevent the Funds from being used for
money laundering or the financing of terrorist activities and to achieve
compliance with the applicable provisions of the Bank Secrecy Act and the
implementing regulations thereunder.
2. Based on this determination, the Advisor hereby instructs and directs UMBFS
to implement the Monitoring Procedures on the Funds' behalf, as such may be
amended or revised from time to time.
3. It is contemplated that the Monitoring Procedures will be amended from time
to time by the parties as additional regulations are adopted and/or
regulatory guidance is provided relating to the Funds' anti-money laundering
responsibilities, including rules relating to investor verification pursuant
to Section 326 of the Patriot Act.
4. UMBFS agrees to provide to the Advisor and the Funds (i) prompt written
notification of any transaction or combination of transactions that UMBFS
believes, based on the Monitoring Procedures, evidence money laundering
activity in connection with the Funds or any shareholder of the Funds, (ii)
any reports received by UMBFS from any government agency or applicable
industry self-regulatory organization pertaining to UMBFS' anti-money
laundering monitoring on behalf of the Funds as provided in this Addendum,
(iii) any action taken in response to anti-money laundering violations as
described in (i) or (ii), and (iv) an annual report of its monitoring
activities on behalf of the Funds and certification that it is in compliance
with the terms of this Addendum. UMBFS shall provide such other reports on
the monitoring activities conducted at the direction of the Advisor as may be
agreed to from time to time by UMBFS and the Funds' anti-money laundering
compliance officer.
5. The Advisor hereby directs, and UMBFS acknowledges, that UMBFS shall (1)
permit federal regulators access to such information and records maintained
by UMBFS and relating to UMBFS's implementation of the Monitoring Procedures
on behalf of the Funds, as they may request, and (2) permit such federal
regulators to inspect UMBFS's implementation of the Monitoring Procedures on
behalf of the Funds.
6. Fees and expenses (other than those already set forth in the Agreement) for
services to be provided by UMBFS hereunder shall be as agreed upon between
the Advisor and UMBFS.
7. This Addendum constitutes the written instructions of the Advisor pursuant to
the terms of the Agreement. Except to the extent supplemented hereby, the
Agreement shall remain in full force and effect.
IN WITNESS HEREOF, the undersigned have executed this Addendum as of the date
and year first above written.
SCOUT INVESTMENT ADVISORS, INC.
(the "Advisor")
By:
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Authorized Officer
UMB FUND SERVICES, INC.
("UMBFS")
By:
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Authorized Officer
