AMENDMENT TO SHAREHOLDER SERVICE AGREEMENT
WITH FIRST TRUST CORPORATION
This amendment (the "Amendment") is effective as of May 21, 2002, by and
between First Trust Corporation ("FTC") and ▇▇▇▇▇▇▇▇ Research Corp. ("Company").
WHEREAS the parties entered into a Shareholder Service Agreement (the
"Agreement") dated 12/12/1996 and later amended;
WHEREAS, the parties now wish to amend the Agreement by changing Section 2
thereof relating to payment of service fees by the Company to FTC, by adding a
provision relating to the non-disclosure of customer information, and updating
Exhibit A;
NOW THEREFORE, in consideration of the terms, covenants and conditions contained
herein, and other valuable consideration, the receipt and sufficiency of which
are acknowledged herein, the parties agree as follows:
AMENDMENT
1. Each party to the Agreement agrees that any Non-public Personal
Information, as the term is defined in the ▇▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Act (the
"Act"), and further set forth in applicable regulations promulgated by the
SEC as they may apply to the Company and by the FDIC as they may apply to
FTC, and disclosed by a party hereunder, is for the specific purpose of
permitting the other party to perform the services set forth in the
Agreement. Each party agrees that, with respect to such information, it
will comply with the Act and regulations applicable to it and that it will
not disclose any Non-public Personal Information received in connection
with the Agreement to any other party, except to the extent as necessary to
carry out the services set forth in this Agreement or as otherwise
permitted by law and regulation, and in such cases only after receipt of
written authorization from the other party to the Agreement.
2. Section 2 of the Agreement is hereby deleted and replaced with the
following new Section 2:
"For the services provided by FTC under this Agreement, the Company will
pay to FTC a quarterly service fee for accounts traded under the nominee
name of FTC & Co., IMS & Co., or TRUSTlynx & Co. equal on an annual basis
to .25% of the average daily net asset value of the shares of such Fund
which are owned beneficially by accounts or plans during such period, and
for accounts traded under the nominee name of TRUSTlynx & Co. an additional
quarterly service fee equal on an annual basis to .10% of the average daily
net asset value of the shares of such Fund which are owned beneficially by
accounts or plans during such period. FTC will provide the Company with an
invoice for the quarterly service fee, showing the calculation used to
arrive at the amount due, within ten (10) days of the end of the calendar
quarter. Such fees will be paid by the Company to FTC by check or wire
transfer no later than twenty (20) days after the Company receives the
invoice from FTC."
3. Exhibit A to the Agreement is hereby amended and replaced with "Exhibit A"
attached hereto.
4. Except to the extent modified by this Amendment, the remaining provisions
of the Agreement shall remain in full force and effect. In the event of a
conflict between the provisions of the Agreement and those of this
Amendment, the Amendment shall control.
FIRST TRUST CORPORATION (FTC)
By: _______/s/_______________________
▇▇▇▇▇▇ Radiner Ratkai
Its: Vice President - Legal
Date: 5/30/02
▇▇▇▇▇▇▇▇ RESEARCH CORP. (COMPANY)
By: ____/s/__________________________
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Its: Vice President
Date: 5/21/02
Exhibit A
To Shareholder Service Agreement
Mutual Fund Companies
Fund Name Cusip Ticker Symbol Trading Cutoff Time
1. Fairport Emerging Growth Fund 305565103 ROEGX 4:00 p.m. EST
2. Fairport International Equity Fund 305565509 ROIEX 4:00 p.m. EST
3. Fairport Growth Fund 305565202 ROGRX 4:00 p.m. EST
4. Fairport Growth & Income Fund 305565301 ROGIX 4:00 p.m. EST
5. Fairport Government Securities Fund 305565400 ROGVX 4:00 p.m. EST
* These Funds have adopted a Rule 12b-1 Plan. Amounts exceeding the adopted plan
may be paid by the affiliated Adviser to the Fairport Funds, ▇▇▇▇▇▇▇▇ & Company,
to which ▇▇▇▇▇▇▇▇ Research Corp. is a subsidiary.
