EXHIBIT (H)(5)
FORM OF AMENDMENT TO
TRANSFER AGENCY AND SERVICES AGREEMENT
This Amendment dated February 11, 2002 (the "Amendment") is made to the
Transfer Agency and Services Agreement dated November 15, 1996 (the "Agreement")
by and between Kobren Insight Funds (the "Fund") and PFPC Inc. ("PFPC").
WITNESSETH
WHEREAS, the Fund and PFPC reserved to themselves the power to amend
the Agreement in a writing executed by both parties;
WHEREAS, the Fund and PFPC wish to amend the Agreement to reflect
changes thereto;
NOW, THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. Article 13.1 of the Agreement is hereby deleted in its entirety and
replaced with the following:
"13. TERMINATION OF AGREEMENT.
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13.1 This Agreement shall be effective until February 1, 2007
(the "Initial Term"), except as otherwise provided herein."
2. Exhibit 1 to the Agreement is hereby deleted and replaced with the attached
Exhibit 1.
3. Schedule B to the Agreement is hereby deleted and replaced with the
attached Schedule B.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers, as of the day and year first above
written.
KOBREN INSIGHT FUNDS PFPC INC.
By: By:
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Date: Date:
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Title: Title:
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EXHIBIT 1
LIST OF PORTFOLIOS
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Kobren Growth Fund
Kobren Moderate Growth Fund
Delphi Value Fund
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SCHEDULE B
FEE SCHEDULE
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SECTION I
The following fees are in effect for the Kobren Growth Fund and Kobren Moderate
Growth Fund:
ANNUAL FEES
A. Open Account Fees: $14.00 per open account (subject to minimum
fees set forth below)
B. Fund Minimums: $32,000 per Portfolio per year
C. Out of Pocket Expenses: As set forth in Schedule C
D. Individual Retirement
Accounts: $20.00 per Shareholder Account (multiple
accounts Across Portfolios with the same
account number will be treated as a single
Shareholder Account)
SECTION II
The following fees are in effect for the Delphi Value Fund:
ANNUAL FEES
A. Open Account Fees: $14.00 per open account (subject to minimum
fees set forth below)
B. Fund Minimums: $26,000 per Portfolio per year
Additional Classes $18,000 for the first class ($1,500 per
month)
$6,000 per each additional class in excess
of one class ($500 per month)
C. Out of Pocket Expenses: As set forth in Schedule C
D. Individual Retirement
Accounts: $20.00 per Shareholder Account (multiple
accounts Across Portfolios with the same
account number will be treated as a single
Shareholder Account)
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SECTION III
After the first 12 months from the effective date of this Amendment, PFPC may
adjust any annual or monthly fees once per calendar year, upon thirty (30) days
prior written notice in an amount not to exceed the previous year's cumulative
percentage increase in the Consumer Price Index for All Urban Consumers (CPI-U)
U.S. City Average, All items (unadjusted) - (1982-84=100), published by the U.S.
Department of Labor since the last such adjustment in the Client's monthly fees
(or the effective date of this Amendment absent a prior such adjustment).
PFPC reserves the right to renegotiate the Agreement in the event that the fund
family consists of one fund.
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