ADDENDUM TO TRANSFER AGENT AGREEMENT
THIS ADDENDUM, dated as of July 24, 2002, modifies the Transfer Agent
Agreement by and between UMB Fund Services, Inc. ("UMBFS") (formerly Sunstone
Financial Group, Inc.) and Wasatch Funds, Inc. (the "Funds"), such Agreement
being hereinafter referred to as the "Agreement."
WHEREAS, Section 352 of the USA Patriot Act (the "Act") and the Interim Final
Rule (Section 103.130) adopted by the Department of the Treasury's Financial
Crimes Enforcement Network (the "Rule") require the Funds to develop and
implement an anti-money laundering program and monitor the operation of its
program and assess its effectiveness;
WHEREAS, in order to assist its transfer agent clients with their anti-money
laundering compliance responsibilities under the Act and the Rule, UMBFS has
provided to the Funds for its consideration and approval written procedures
describing various tools designed to promote the detection and reporting of
potential money laundering activity by monitoring certain aspects of shareholder
activity (the " Monitoring Procedures"); and
WHEREAS, the Funds desires to implement the Monitoring Procedures as part of its
overall anti-money laundering program and, subject to the terms of the Rule,
delegate to UMBFS the day-to-day operation of the Monitoring Procedures on
behalf of the Funds.
NOW THEREFORE, the parties agree, and the Agreement is hereby modified, as
follows:
1. The Funds acknowledges that it has had an opportunity to review, consider and
comment upon the Monitoring Procedures provided by UMBFS and the Funds has
determined that they, as part of the Funds' overall anti-money laundering
program, are reasonably designed to prevent the Funds from being used for
money laundering or the financing of terrorist activities and to achieve
compliance with the applicable provisions of the Bank Secrecy Act and the
implementing regulations thereunder.
2. Based on this determination, the Funds hereby instructs and directs UMBFS to
implement the Monitoring Procedures on its behalf, as such may be amended or
revised from time to time.
3. It is contemplated that the Monitoring Procedures will be amended from time
to time by the parties as additional regulations are adopted and/or
regulatory guidance is provided relating to the Funds' anti-money laundering
responsibilities, including rules relating to investor verification pursuant
to Section 326 of the Patriot Act.
4. UMBFS agrees to provide to the Funds (i) prompt written notification of any
transaction or combination of transactions that UMBFS believes, based on the
Monitoring Procedures, evidence money laundering activity in connection with
the Funds or any shareholder of the Funds, (ii) any reports received by UMBFS
from any government agency or applicable industry self-regulatory
organization pertaining to UMBFS' anti-money laundering monitoring on behalf
of the Funds as provided in this Addendum, (iii) any action taken in
response to anti-money laundering violations as described in (i) or (ii), and
(iv) an annual report of its monitoring activities on behalf of the Funds.
UMBFS shall provide such other reports on the monitoring activities conducted
at the direction of the Funds as may be agreed to from time to time by UMBFS
and the Funds' anti-money laundering compliance officer.
5. The Funds hereby directs, and UMBFS acknowledges, that UMBFS shall (1) permit
federal regulators access to such information and records maintained by UMBFS
and relating to UMBFS's implementation of the Monitoring Procedures on behalf
of the Funds, as they may request, and (2) permit such federal regulators to
inspect UMBFS's implementation of the Monitoring Procedures on behalf of the
Funds.
6. Fees and expenses (other than those already set forth in the Agreement) for
services to be provided by UMBFS hereunder shall be as agreed upon between
the Funds and UMBFS.
7. This Addendum constitutes the written instructions of the Funds pursuant to
the terms of the Agreement. Except to the extent supplemented hereby, the
Agreement shall remain in full force and effect.
IN WITNESS HEREOF, the undersigned have executed this Addendum as of the date
and year first above written.
WASATCH FUNDS, INC.
(the "Funds")
By:
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Authorized Officer
UMB FUND SERVICES, INC.
("UMBFS")
By:
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Authorized Officer
