0001104659-11-046544 Sample Contracts

TRANSFER AGENCY AND SERVICE AGREEMENT BETWEEN ABERDEEN FUNDS, ON BEHALF OF EACH OF THE ENTITIES, INDIVIDUALLY AND NOT JOINTLY, AS LISTED ON SCHEDULE A AND BOSTON FINANCIAL DATA SERVICES, INC.
Transfer Agency and Service Agreement • August 12th, 2011 • Aberdeen Funds • Massachusetts

THIS AGREEMENT made as of the 3rd day of June 2011, by and between ABERDEEN FUNDS, a Delaware statutory trust, ON BEHALF OF EACH OF THE ENTITIES, INDIVIDUALLY AND NOT JOINTLY, as listed on Schedule A, having their principal office and place of business at 1735 Market Street, 32nd Floor, Philadelphia, PA 19103 (collectively, the “Funds” and individually, the “Fund”) and BOSTON FINANCIAL DATA SERVICES, INC., a Massachusetts corporation having its principal office and place of business at 2000 Crown Colony Drive, Quincy, Massachusetts 02169 (the “Transfer Agent”).

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Schedule A* Underwriting Agreement between Aberdeen Mutual Funds and Aberdeen Fund Distributors, LLC
Underwriting Agreement • August 12th, 2011 • Aberdeen Funds
AMENDMENT to Transfer Agency and Service Agreement between Aberdeen Funds, On Behalf Of Each of The Entities, Individually and Not Jointly, As Listed On Schedule A (the “Funds”) and Boston Financial Data Services, Inc. (the “Transfer Agent”)
Transfer Agency and Service Agreement • August 12th, 2011 • Aberdeen Funds

This Amendment is made as of this 27th day of July 2011 between the Funds and the Transfer Agent. The Funds and the Transfer Agent are parties to a Transfer Agency and Service Agreement dated June 3, 2011 (the “Agreement”) under which the Transfer Agent performs certain services for the Funds. In accordance with Section 16.1 (Amendment), Section 17.2 (Additional Funds) and 17.2 (Conditions re: Additional Funds/Portfolios) of the Agreement, the parties desire to amend the Agreement as set forth herein.

EXHIBIT B ABERDEEN FUNDS Fund Administration Agreement Fee Schedule Effective June 1, 2010*
Aberdeen Funds • August 12th, 2011

The Trust shall pay fees to the Administrator, as set forth in the schedule directly below, for the provision of services covered by this Agreement. Fees will be computed daily and payable monthly at an annual rate based on the aggregate amount of the Trust’s average daily net assets. The Trust will also be responsible for out-of-pocket expenses (including, but not limited to, the cost of the pricing services that the Administrator utilizes and any networking fees paid as out-of-pocket expenses) reasonably incurred by the Administrator and in providing services to the Trust. All fees and expenses shall be paid by the Trust to the Administrator on behalf of the Administrator.

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