Amendment No. 3 To Transfer Agency And Shareholder Services Agreement
Amendment No. 3
To
Transfer Agency And Shareholder Services Agreement
This Amendment No. 3 To Transfer Agency And Shareholder Services Agreement, dated as of September , 2017 (“Amendment No. 3”), is being entered into by and among BNY Mellon Investment Servicing (US) Inc. (“BNYM”), Xxxxxxx & Xxxxxx Fund, Inc. (“Investment Company”), on its own behalf and on behalf of each M&N Fund (as defined in the Current Agreement) and Xxxxxxx & Xxxxxx Advisors, LLC (“Company”), as service provider to Exeter Trust Company.
Background
The parties previously entered into the Transfer Agency And Shareholder Services Agreement, made as of March 1, 2017, Amendment No. 1 To Transfer Agency And Shareholder Services Agreement dated as of March 10, 2017 and Amendment No. 2 To Transfer Agency And Shareholder Services Agreement dated as of June 12, 2017 (“Current Agreement”). The parties wish to amend the Current Agreement as set forth in this Amendment No. 3.
Terms
In consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree to all statements made above and as follows:
1. Modifications to Current Agreement. The Current Agreement is hereby amended by deleting Schedule B and replacing it in its entirety with the Schedule B attached to Amendment No. 3 To Transfer Agency And Shareholder Services Agreement, dated as of October 11, 2017, among BNYM, Investment Company and Company.
2. Adoption of Amended Agreement by New Funds. Each Fund that has been added to Schedule B by virtue of this Amendment No. 3 acknowledges and agrees that (i) by virtue of its execution of this Amendment No. 3, it becomes and is a party to the Current Agreement as amended by this Amendment No. 3 (“Amended Agreement”) as of the date first written above, or if BNYM commenced providing services to the Fund prior to the date first written above, as of the date BNYM first provided services to the Fund, and (ii) it is bound by all terms and conditions of the Amended Agreement as of such date. The term “Fund” has the same meaning in this Amendment No. 3 as it has in the Current Agreement.
3. Remainder of Current Agreement. Except as specifically modified by this Amendment No. 3, all terms and conditions of the Current Agreement shall remain in full force and effect.
4. Governing Law. The governing law of the Current Agreement shall be the governing law of this Amendment No. 3.
5. Entire Agreement. This Amendment No. 3 constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Current Agreement.
6. Facsimile Signatures; Counterparts. This Amendment No. 3 may be executed in one more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed copies of this Amendment No. 3 or of executed signature pages to this Amendment No. 3 by facsimile transmission or as an imaged document attached to an email
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transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment No. 3.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 3 To Transfer Agency And Shareholder Services Agreement to be executed by their duly authorized officers as of the day and year first above written.
| BNY Mellon Investment Servicing (US) Inc. |
| By: /s/ Xxxxxx X. Xxxxxx |
| Name: Xxxxxx X. Xxxxxx |
| Title: Managing Director |
| Xxxxxxx & Xxxxxx Advisors, LLC |
| By: /s/ Xxxxxxx X. Xxxxx |
| Name: Xxxxxxx X. Xxxxx |
| Title: Chief Legal Officer |
Xxxxxxx & Xxxxxx Fund, Inc.,
on its own behalf and on behalf of each
M&N Fund, each in its individual and separate capacity
| By: /s/ Xxxxxxx X. Xxxxx |
| Name: Xxxxxxx X. Xxxxx |
| Title: Chief Legal Officer |
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SCHEDULE B
(Dated: October 11, 2017)
THIS SCHEDULE B is Schedule B to that certain Transfer Agency And Shareholder Services Agreement, dated as of October 11, 2017, by and among BNY Mellon Investment Servicing (US) Inc., Xxxxxxx & Xxxxxx Advisors, LLC, as service provider to Exeter Trust Company, and Xxxxxxx & Xxxxxx Fund, Inc., on its own behalf and on behalf of the Portfolios of Xxxxxxx & Xxxxxx Fund, Inc. listed on this Schedule B.
Portfolios
| Xxxxxxx & Xxxxxx Fund, Inc. | ||
| Blended Asset Conservative Series1 | Class R6 | |
| Blended Asset Extended Series1 | Class R6 | |
| Blended Asset Maximum Series1 | Class R6 | |
| Blended Asset Moderate Series1 | Class R6 | |
| Core Bond Series | Class I and S | |
| Disciplined Value Series | Class I and S | |
| Diversified Tax Exempt Series | ||
| Dynamic Opportunities Series2 | Class I and S | |
| Emerging Markets Series | Class I and S | |
| Equity Income Series | Class I and S | |
| Equity Series | Class S | |
| Global Fixed Income Series | Class I and S | |
| High Yield Bond Series | Class I and S | |
| International Series | Class S and I | |
| New York Tax Exempt Series | ||
| Ohio Tax Exempt Series | ||
| Overseas Series | Class I | |
| Pro-Blend Conservative Term Series | Class I, R, R2 and S | |
| Pro-Blend Moderate Term Series | Class I, R, R2 and S | |
| Pro-Blend Extended Term Series | Class I, R, R2 and S | |
| Pro-Blend Maximum Term Series | Class I, R, R2 and S | |
| Quality Equity Series | Class I and S | |
| Rainier International Discovery Fund | Class K, Class I and Class R6 | |
| Real Estate Series | Class I and S | |
| Strategic Income Conservative Series | Class I and S | |
| Strategic Income Moderate Series | Class I and S | |
| Target Income Series | Class I, K, R and R6 | |
| Target 2015 Series | Class I, K, R and R6 | |
| Target 2020 Series | Class I, K, R and R6 | |
| Target 2025 Series | Class I, K, R and R6 | |
| Target 2030 Series | Class I, K, R and R6 | |
| Target 2035 Series | Class I, K, R and R6 | |
| Target 2040 Series | Class I, K, R and R6 | |
| Target 2045 Series | Class I, K, R and R6 | |
| Target 2050 Series | Class I, K, R and R6 | |
| Target 2055 Series | Class I, K, R and R6 | |
| Target 2060 Series | Class I, K, R and R6 | |
| Unconstrained Bond Series | Class I and S | |
| World Opportunities Series | Class S | |
1 Expected to commence receiving services on approximately September 25, 2017.
2 Fund liquidated April 18, 2017. Will remain on Schedule B pending completion of 2017 tax reporting.
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| Exeter Trust Company | ||
| Xxxxxxx & Xxxxxx Cash Balance CIT | ||
| Xxxxxxx & Xxxxxx Disciplined Value CIT | ||
| Xxxxxxx & Xxxxxx Global Equity CIT | Class I and Z | |
| Xxxxxxx & Xxxxxx Goal Income Series CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2015 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2020 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2025 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2030 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2035 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2040 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2045 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2050 CIT | Class U | |
| Xxxxxxx & Xxxxxx Goal - 2055 CIT | Class U | |
| Xxxxxxx & Xxxxxx Non US Equity CIT | Class U and Z | |
| Xxxxxxx & Xxxxxx Retirement Target Income CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2015 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2020 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2025 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2030 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2035 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2040 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2045 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2050 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2055 CIT | Class I, U, U1 and S | |
| Xxxxxxx & Xxxxxx Retirement Target 2060 CIT | Class I, U, U1 and S | |
| Non-U.S. Equity Labor Collective Investment Trust Fund | ||
| Pro-Mix Conservative Term Collective Investment Trust Fund | Class S and U | |
| Pro-Mix Extended Term Collective Investment Trust Fund | Class S and U | |
| Pro-Mix Maximum Term Collective Investment Trust Fund | Class S and U | |
| Pro-Mix Moderate Term Collective Investment Trust Fund | Class S and U | |
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