Exhibit (h)(9)(iii)
AMENDMENT TO SHAREHOLDER SERVICE AGREEMENT
Pursuant to the terms of the Shareholder Service Agreement dated November
19, 1996 between First Trust Corporation, Westcore Trust and Denver Investment
Advisors LLC, we, the undersigned, hereby agree to amend the agreement in the
following manner:
1. The Recitals and Representations are amended by adding the following
paragraph:
E. The Trust desires FTC to serve as the Trust's agent for the limited
purpose of receiving and transmitting orders and instructions regarding the
purchase, exchange and redemption of shares, subject to the terms and
conditions of this Agreement.
2. Paragraphs 1,1(a) and 1(b) are amended by deleting the original
paragraphs and substituting the following paragraphs:
1. OPERATING PROCEDURES. The parties agree to open and maintain Fund
accounts, process, and settle Fund transactions, process and provide
notification of Fund transfers, and administer Fund distributions in accordance
with the following operation procedures:
(a) The Company will cause the Fund's transfer agent (the "Transfer
Agent") to establish and maintain one or more accounts (the "FTC
Omnibus Account (s)" on its books for each Fund for the Plans. The
assets of one or more Plans may be held in any FTC Omnibus Account.
Each FTC Omnibus Account will be titled in the nominee name of "FTC &
Co., Attention: DATAlynx #_________" or "TRUSTlynx & Co., Attention:
TRUSTlynx #_________", and FTC as trustee or custodian of the Plans,
will be the shareholder of record for each FTC Omnibus Account. The
Company will provide to FTC one Fund statement for each FTC Omnibus
Account on a monthly basis.
(b) For accounts traded under "FTC & Co.", FTC will be permitted extended
trading hours up to 12:00 P.M. midnight. (Eastern Standard Time )
provided all trades within the extended trading period are received by
FTC prior to close of the regular trading session of the New York
Stock Exchange, normally 4:00 P.M. Eastern Standard Time ("Qualified
FTC Trades"). Qualified FTC trades placed with the Fund or the
Transfer Agent by FTC within the extended trading hours will receive
the Net Asset Value price for the day the order is received by FTC.
For accounts traded under "TRUSTlynx & Co.", FTC will be permitted
late trading hours up to 8:00 A.M. (Eastern Standard Time) provided
all trades within the late trading period are for Qualified Plans and
are received by the Plan's Record Keeper (Third Party Administrator)
prior to the close of regular trading session of the New York Stock
Exchange, normally 4:00 P.M. Eastern Standard Time ("Qualified
TRUSTlynx Trades"). Qualified TRUSTlynx trades placed with the Fund or
the Transfer Agent by FTC within the late trading hours will receive
the Net Asset Value price for the day the trade was received by the
Record Keeper.
3. Paragraph 12 is amended by deleting the first sentence of the original
paragraph and substituting the following sentence:
FTC agrees to indemnify and hold harmless each of the Company and the
Trust from any loss, expense, cost, liability or damage (including
reasonable attorneys' fees) which may be suffered by it as a result of
any breach of this Agreement by FTC or arising from (i) any
dissemination of information regarding the Trust or the Company that
is materially incorect and that was not provided to FTC, or approved,
by the Trust or the Company, (ii) any negligent act or omission of FTC
in the performance of its duties under this Agreement, (iii) the
failure to timely and properly transmit orders and instrutions to the
Trust (or its affiliates), (iv) the calculation or subsequent
correction of any orders and instructions transmitted to the Trust (or
its affiliates) or (v) discrepancies between participant and Plan
balances maintained by FTC and the account(s) balances maintained by
the Trust (or its affiliates) due to errors caused by FTC.
4. Paragraph 25 is added to the Agreement as follows:
25. FTC represents, warrants, covenants and agrees as follows:
FTC's internal control structure over the processing and transmission
of orders for Fund transactions is suitably designed to (i) detect
orders received after the close of the regular trading session of the
New York Stock Exchange, (ii) prevent such orders from being
aggregated with orders received before the close of the regular
trading session of the New York Stock Exchange, and (iii) minimize
errors that could result in late transmission of orders to the Funds
pursuant to Paragraph 1(b) of this Agreement.
5. The Names "Westcore Trust" and "Trustees of Westcore Trust" refer
respectively to the trust created and the Trustees, as trustees but not
individually or personally, acting from time to time under an Amended and
Restated Declaration of Trust dated November 19, 1987 which is hereby referred
to and a copy of which is on file at the office of State Secretary of the
Commonwealth of Massachusetts and the principal office of the Company. The
obligations of "Westcore Trust" entered into in the name or on behalf thereof by
any of the Trustees, shareholders, or representatives of the Trust are not made
personally, but in such capacities, and bind only the Trust Property, and all
persons dealing with any class of shares of the Trust must look solely to the
Trust Property belonging to such class for the enforcement of any claims against
the Trust
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In witness whereof, the undersigned have executed this Amendment, the date
below indicated.
DENVER INVESTMENT ADVISORS LLC WESTCORE TRUST
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxx X. Xxxxxxxxx
---------------------------- ----------------------------
Its: Xxxxxxx X. Xxxxx Its: Xxxx X. Xxxxxxxxx
Date: August 15, 2001 Date: August 17, 2001
Accepted By:
FIRST TRUST CORPORATION (FTC)
By: /s/ Xxxxxx Radmere Ratkai
----------------------------
Its: Xxxxxx Radmere Ratkai
Date: Not dated
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