Exhibit (h)(42)
CONSENT TO ASSIGNMENT
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The undersigned consents to the Assignment attached hereto of the Co-
Administration Agreement dated January 1, 1995 among X.X. Xxxxxxx and Company,
Firstar Trust Company and Firstar Funds, Inc., as amended through the date
hereof, on the express condition that (1) Assignor will remain liable for the
performance of each and every one of its obligations under the Contract arising
on or before the Effective Date; (2) this Consent to Assignment will not be
deemed a consent to any subsequent assignment but rather any subsequent
assignment will require the prior written consent of the undersigned pursuant to
the terms of the Contract; and (3) Assignor will notify the undersigned of the
actual Effective Date if such date occurs on a date other than October 1, 1998.
FIRSTAR FUNDS, INC.
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: President
X.X. XXXXXXX AND COMPANY
By: /s/ Xxxxxx Xxxxxxxxx
Name: Xxxxxx Xxxxxxxxx
Title: Senior Vice President
ASSIGNMENT OF CONTRACT
This ASSIGNMENT OF CONTRACT (the "Assignment") is dated as of the 1st day
of October, 1998 by and between Firstar Trust Company, a Wisconsin corporation
("Assignor"), and Firstar Mutual Fund Services, LLC, a Wisconsin limited
liability company ("Assignee").
W I T N E S S E T H:
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WHEREAS, Assignor is a party to the contract or contracts attached hereto
as Exhibit A (the "Contract") and identified as follows:
Co-Administration Agreement by and among X. X. Xxxxxxx and Company,
Firstar Funds, Inc. (formerly Portico Funds, Inc.) and Assignor dated
January 1, 1995, as amended through the date hereof.
WHEREAS, Assignor desires to transfer to Assignee all of Assignor's right,
title and interest in the Contract.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of
which are hereby acknowledged, Assignor and Assignee agree as follows:
1. Assignment of the Contract. Assignor hereby transfers and assigns to
Assignee all of Assignor's right, title and interest in and to the Contract.
2. Assumption and Acceptance of the Contract. By acceptance of this
Assignment, Assignee hereby assumes and agrees to perform all of the obligations
and covenants of Assignor under the Contract from and after the date and year
first written above or such other date as the parties may agree in writing (the
"Effective Date").
3. Consent. The effectiveness of this Assignment is expressly subject to
the written consent of Firstar Funds, Inc. and X.X. Xxxxxxx and Company.
4. Indemnification. Assignor agrees that it will remain liable under the
Contract for all obligations arising on or before the Effective Date and will
indemnify and hold harmless Assignee from any such obligation.
IN WITNESS WHEREOF, this Assignment has been executed by Assignor and
Assignee as a sealed instrument as of the day and year first written above.
ASSIGNOR
FIRSTAR TRUST COMPANY
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: Senior Vice President
ASSIGNEE
FIRSTAR MUTUAL FUND SERVICES, LLC
By: /s/ Xxxxxx X. Xxxxxxxxx
Name: Xxxxxx X. Xxxxxxxxx
Title: Vice President
