Exhibit 9(h)
ADDENDUM NO. 3 TO TRANSFER AGENCY AND SERVICES AGREEMENT
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This Addendum, dated as of the ____ day of _______, 199_, is entered
into between PEGASUS FUNDS (the "Trust"), a Massachusetts business trust, and
FIRST DATA INVESTOR SERVICES GROUP, INC. ("FDISG"), a Massachusetts Corporation.
WHEREAS, the Trust and FDISG have entered into a Transfer Agency and
Services Agreement dated August 5, 1996 and Addenda Nos. 1 and 2 (the "Transfer
Agency Agreement"), pursuant to which the Trust appointed FDISG to act as
transfer agent (the "Transfer Agent") to the Trust's Growth Fund, International
Equity Fund, Equity Index Fund, Growth and Value Fund, Intrinsic Value Fund,
Mid-Cap Opportunity Fund, Equity Income Fund, Small-Cap Opportunity Fund, Bond
Fund, High Yield Bond, Short Bond Fund, Intermediate Bond Fund, Municipal Bond
Fund, Michigan Municipal Bond Fund, Intermediate Municipal Bond Fund, Income
Fund, International Bond Fund, Money Market Fund, Treasury Money Market Fund,
Municipal Money Market Fund, Michigan Municipal Money Market Fund, Cash
Management Fund, Treasury Cash Management, U.S. Government Securities Cash
Management Fund, Treasury Prime Cash Management Fund, Municipal Cash Management
Fund, Managed Assets Balanced Fund, Managed Assets Conservative Fund and Managed
Assets Growth Fund (each, a "Fund");
WHEREAS, Article 14 of the Transfer Agency Agreement provides that in
the event the Trust establishes one or more additional portfolios with respect
to which it desires to retain FDISG to act as the Transfer Agent under the
Transfer Agency Agreement, the Trust shall so notify FDISG in writing, and if
FDISG is willing to render such services in accordance with the fees set forth
in Schedule B of the Transfer Agency Agreement, the parties shall amend the
Schedule of Portfolios to include such additional portfolios;
WHEREAS, pursuant to Article 14 of the Transfer Agency Agreement, the
Trust has notified FDISG that it has established the Short Municipal Bond and
Market Expansion Index Funds and that it desires to retain FDISG to act as the
Transfer Agent therefor, and FDISG has notified the Trust that it is willing to
serve as Transfer Agent for such Funds.
NOW, THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. Appointment. The Trust hereby appoints FDISG to act as Transfer
Agent to the Trust for the Short Municipal Bond
and Market Expansion Index Funds for the period and on the terms set forth in
the Transfer Agency Agreement. FDISG hereby accepts such appointment and agrees
to render the services set forth in the Transfer Agency Agreement, for the
compensation set forth in Schedule B of the Transfer Agency Agreement.
2. Capitalized Terms. From and after the date hereof, the terms
"Fund" and "Funds" as used in the Transfer Agency Agreement, as amended shall be
deemed to include the Short Municipal Bond and Market Expansion Index Funds.
Capitalized terms used herein and not otherwise defined shall have the meanings
ascribed to them in the Transfer Agency Agreement.
3. Miscellaneous. Except to the extent supplemented hereby, the
Transfer Agency Agreement shall remain unchanged and in full force and effect
and is hereby ratified and confirmed in all respects as supplemented hereby.
IN WITNESS WHEREOF, the undersigned have executed this Addendum as of
the date and year first above written.
PEGASUS FUNDS
By:____________________________________
D'Xxx Xxxxx
Treasurer
FIRST DATA INVESTOR SERVICES GROUP, INC.
By:_____________________________________
Xxxxxx X. Xxxxx
Executive Vice President
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