Exhibit (h)(3)
THIRD AMENDMENT
TO
COMPLIANCE SERVICES AGREEMENT
AMENDMENT ("Amendment") dated as of ________, 2007, between The Coventry
Group (the "Trust"), a Massachusetts business trust having its principal place
of business at ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, and Citi Fund Services
Ohio, Inc., formerly known as BISYS Fund Services Ohio, Inc. ("Citi"), an Ohio
corporation having its principal place of business at ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, to that certain Compliance Services Agreement dated
September 27, 2004, as amended by two amendments both dated May 17, 2007 (as
amended, the "Agreement"), under which Citi performs compliance services for the
Trust.
WHEREAS, the parties hereto wish to add a Fund to the Agreement and set
forth such Fund's portion of the fees payable under the Agreement.
NOW THEREFORE, in consideration of the foregoing and the mutual premises
and covenants herein set forth, the parties agree as follows:
1. The ▇▇▇▇▇▇▇▇ GendeX Fund (the "Fund"), a series of the Trust, will be
covered by the Agreement.
2. In consideration of Citi providing services under the Agreement with
respect to the Fund, the Trust will pay Citi $20,000 annually, plus
applicable expenses as provided in the Agreement.
3. This Amendment shall be effective as of __________, 2007.
4. This Amendment may be executed in one or more counterparts, each of
which will be deemed an original, but all of which together shall
constitute one and the same instrument.
5. Except as expressly set forth herein, all other provisions of the
Agreement shall remain unchanged and in full force and effect.
6. Capitalized terms not otherwise defined in this Amendment have the
same meaning as set forth in the Agreement.
* * * * *
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first written above.
THE COVENTRY GROUP
By:
--------------------------------
Name:
------------------------------
Title:
-----------------------------
CITI FUND SERVICES OHIO, INC.
By:
--------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: President
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