AMENDMENT TO
DISTRIBUTION AGREEMENT
This Amendment dated as of April 16, 1998, is entered into by FIRST
CHOICE FUNDS TRUST (the "Company") and FIRST DATA DISTRIBUTORS, INC. (the
"Distributor").
WHEREAS, the Company and the Distributor have entered into a
Distribution Agreement dated as of September 20, 1997, and amended on April 16,
1998 (the "Agreement");
WHEREAS, a front-end sales charge may be imposed in connection with the
sale of certain Shares of one or more of the Funds ("Load Shares"); and
WHEREAS, the Company and the Distributor wish to amend the Agreement to add
certain provisions related to the Load Shares;
NOW, THEREFORE, the parties hereto, intending to be legally bound
hereby, hereby agree as follows:
I. The following paragraphs are hereby added to Section 1 of the Agreement:
1.17 All Load Shares offered for sale by the Distributor shall be
offered for sale to the public at a price per share (the
"Offering Price") equal to (a) their net asset value
(determined in the manner set forth in the Company's
Declaration of Trust and the then current Prospectus) plus,
except with respect to certain classes of persons and
transactions set forth in the then current Prospectus, plus
(b) a sales charge which shall be the percentage of the
Offering Price of such Load Shares as set forth in the then
current Prospectus. The Offering Price, if not an exact
multiple of one cent, shall be adjusted to the nearest cent.
Concessions by the Distributor to dealers and other
institutions shall be set forth in either the selling
agreements between the Distributor and such dealers and
institutions as from time to time amended, or if such
concessions are described in the then current Prospectus,
shall be as so set forth. No dealer or other institution that
enters into a selling agreement with the Distributor shall be
authorized to act as agent for the Company in connection with
the offer or sale of the Load Shares to the public or
otherwise.
1.18 If any Load Shares sold by the Company are redeemed or
repurchased by the Company or by the Distributor as disclosed
agent or are tendered for redemption within seven business
days after the date of confirmation of the original purchase
of such Load Shares, the Distributor shall forfeit the sales
charge received by the Distributor in respect of such Load
Shares, provided that the portion, if any, of such amount
re-allowed by the Distributor to dealers or other institutions
shall be repayable to the Company only to the extent recovered
by the Distributor from the dealer or other institution
involved. The Distributor shall include in each selling
agreement with such dealers and other institutions a
corresponding provision for the forfeiture by them of their
concession with respect to the Load Shares sold by them or
their principals and redeemed or repurchased by the Company or
the Distributor as disclosed agent (or tendered for
redemption) within seven business days after the date of
confirmation of such initial purchases.
II. Except to the extent amended hereby, the Agreement shall remain
unchanged and in full force and effect and is hereby ratified and confirmed in
all respects as amended hereby.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date and year first written above.
FIRST CHOICE FUNDS TRUST
By: /s/Jylanne Xxxxx
FIRST DATA DISTRIBUTORS, INC.
By: /s/Xxxxxxxxx X. Xxxxx
