EXHIBIT E(2)
FIRST AMENDMENT TO DISTRIBUTION AGREEMENT
MERRIMAC SERIES
000 XXXXXXXXX XXXXXX
XXXXXX, XXXXXXXXXXXXX 00000
November 8, 2001
Funds Distributor, Inc.
00 Xxxxx Xxxxxx
Xxxxx 0000
Xxxxxx, Xxxxxxxxxxxxx 00000
Dear Sirs:
Reference is hereby made to the Distribution Agreement dated April 30, 2001 (the
"Distribution Agreement") between Merrimac Series (the "Fund") and Funds
Distributor, Inc. ("Distributor"). Terms not otherwise defined in this First
Amendment to the Distribution Agreement (the "Amendment") shall have the meaning
set forth in the Distribution Agreement.
In consideration of your agreement to serve as the Distributor for the Fund with
respect to the Reserve Class and Adviser Class shares of each Series, and
pursuant to the Rule 12b-1 Plans of Distribution of the Fund adopted with
respect to the Reserve Class and the Adviser Class shares of the Fund, we hereby
agree to pay the Distributor as follows:
NAME OF CLASS FEES
------------- ----
Reserve Class .10% of the average daily value of the net assets
represented by shares of such class for all Series
Advisor Class .25% of the average daily value of the net assets
represented by shares of such class for all Series
Please confirm that the foregoing is in accordance with your understanding and
indicate your acceptance hereof by signing below, whereupon it shall become a
binding amendment to the Distribution Agreement.
Very truly yours,
MERRIMAC SERIES
By: /s/ Xxxx X. Xxxxxxxx
----------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Treasurer and Chief Financial Officer
Accepted:
FUNDS DISTRIBUTOR, INC.
By: /s/ Xxxxxxx Xxxxx
------------------------
Name: Xxxxxxx Xxxxx
Title: Vice President
