Exhibit (m)(11)
Amendment dated as of March 23, 2002 to Services Agreement between Xxxxxxx
Xxxxxx & Co., Inc., One Group Dealer Services, Inc. and One Group Mutual Funds.
One Group Funds
AMENDMENT TO OPERATING AGREEMENT
This Amendment ("Amendment") is made as of May 23, 2002, by and between
Xxxxxxx Xxxxxx & Co., Inc. ("Schwab"), a California corporation, and each
registered investment company ("Fund Company") executing this Amendment on its
own behalf and on behalf of each of its series or classes of shares ("Fund(s)")
listed on Schedule I hereto, and amends the Operating Agreement between the
parties, made as of June 6, 1997, as amended thereafter ("Operating Agreement").
All capitalized terms used in the Amendment and not defined herein shall have
the meaning ascribed to them in the Operating Agreement.
WHEREAS, the parties wish to amend Schedule I to the Operating
Agreement.
NOW, THEREFORE, in consideration of the foregoing and the mutual
promises set forth below, the parties agree as follows:
1. Schedule I to the Operating Agreement shall be deleted in its
entirety and the Schedule I attached hereto shall be inserted in lieu thereof.
2. Except as specifically set forth herein, all other provisions of
the Operating Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
date first written above.
XXXXXXX XXXXXX & CO., INC. ONE GROUP MUTUAL FUNDS, on its own
behalf and on behalf of each Fund listed
on Schedule I hereto
By: /s/ Xxxx Xxxxx
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Xxxx Xxxxx
Vice President/ Mutual Funds By: /s/ Xxxxxx X. Xxxxx
Operations Administration ------------------------------------------------
Name: Xxxxxx X. Xxxxx
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Date: August 21, 2002
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Title: Vice President
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Date: May 23, 2002
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One Group Funds
SCHEDULE I
TO THE OPERATING AGREEMENT
Fund Company/ Funds Effective Date
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One Group Mutual Funds
One Group Bond Fund, Class A RDM; FEE 1 3/18/99
One Group Bond Fund, Class I* SI; FEE 1 3/18/99
One Group Diversified Mid Cap Fund, Class A RDM; FEE 1 11/10/97
One Group Diversified Mid Cap Fund, Class I* RDM; FEE 1 3/18/99
One Group Equity Income Fund, Class A RDM; FEE 1 6/6/97
One Group High Yield Bond Fund, Class I* SI; FEE 2 11/24/98
One Group Income Bond Fund, Class A RDM 5/10/02
One Group Large Company Growth Fund, Class A RDM; FEE 1 6/6/97
One Group Large Company Value Fund, Class I* RDM 10/24/00
One Group Mid Cap Growth Fund, Class I* SI; FEE 2 11/24/98
One Group Mid Cap Value Fund, Class I* RDM; FEE 2 11/24/98
One Group Municipal Income Fund, Class A RDM; FEE 1 6/6/97
One Group Small Cap Value Fund, Class A RDM; FEE 1 3/18/99
One Group Small Cap Value Fund, Class I* SI; FEE 1 3/18/99
One Group Ultra-Short Term Bond Fund, Class A RDM; FEE 1 6/6/97
* Indicates that Fund has no sales charge, as that term is defined in
Rule 2830, and, if such Fund has a distribution or shareholder
servicing plan maintained or adopted pursuant to Rule 12b-1 under the
1940 Act ("Rule 12b-1 Plan"), such Fund's Rule 12b-1 Plan does not
exceed 25 basis points per annum.
SI Indicates that Fund is available only to MFMP investors:
(i) who are investment advisors, investment consultants or
financial planners who place trades for their own accounts or
the accounts of their clients and who charge a management
consulting or other fee for their services and clients of such
investment advisors, investment consultants or financial
planners who place trades for their own accounts if the
accounts are linked to the master account of such investment
advisor, investment consultant or financial planner on
Xxxxxx'x system;
(ii) who are customers of financial institutions clearing
transactions through Schwab; and
(iii) who are participants (including personal choice retirement
accounts or otherwise) in retirement and deferred compensation
plans and trusts used to fund those plans, including, but not
limited to, those defined in Section 401(a), 403(b), or 457 of
the Internal Revenue Code and "rabbi trusts" for which (a)
Schwab acts as broker-dealer, (b) The Xxxxxxx Xxxxxx Trust
Company acts as trustee of the trust funds under the Plans,
and/or (c) Schwab Retirement Plan Services, Inc. or another
entity acts as recordkeeper.
FEE 1 Indicates that Fund is subject to Account Establishment and Maintenance
Fees and the terms thereof as set forth on Schedule II.
FEE 2 Indicates that Fund is subject to Account Establishment and Maintenance
Fees and the terms thereof as set forth on Schedule III.
RDM Indicates that Fund shares will only be custodied and redeemed through
the Account and that Schwab will not place purchases of Fund shares
under this Agreement.
Accepted by:
XXXXXXX XXXXXX & CO., INC. ONE GROUP MUTUAL FUNDS, on its own
behalf and on behalf of each Fund listed on
this Schedule I
By: /s/ Xxxx Xxxxx
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Xxxx Xxxxx
Vice President/Mutual Funds By: /s/ Xxxxxx X. Xxxxx
Operations Administration ------------------------------
Name: Xxxxxx X. Xxxxx
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Date: August 21, 2002
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Title: Vice President
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Date: May 23, 2002
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