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Exhibit 9(r)
ADDENDUM NO. 8 TO TRANSFER AGENCY AGREEMENT
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This Addendum, dated as of ___________, 1998, is entered into
between THE ARCH FUND, INC. (the "Fund"), a Maryland corporation, and BISYS FUND
SERVICES OHIO, INC. ("BISYS Ohio"), an Ohio corporation formerly known as The
Winsbury Service Corporation.
WHEREAS, the Fund and BISYS Ohio have entered into a Transfer
Agency Agreement dated as of October 1, 1993 as amended March 15, 1994, March 1,
1995, July 10, 1995, September 29, 1995, October 1, 1995, November 15, 1996,
February 14, 1997 and November 21, 1997 (the "Transfer Agency Agreement"),
pursuant to which the Fund appointed BISYS Ohio to act as Transfer Agent for the
Fund's ARCH Money Market, Treasury Money Market, Growth & Income Equity, Small
Cap Equity (formerly Emerging Growth), Government & Corporate Bond, U.S.
Government Securities, Balanced, International Equity, Short-Intermediate
Municipal, Tax-Exempt Money Market, Missouri Tax-Exempt Bond, Kansas Tax-Exempt
Bond, Equity Income, National Municipal Bond, Intermediate Corporate Bond
(formerly Short-Intermediate Corporate Bond), Equity Index, Bond Index, Small
Cap Equity Index and Growth Equity Portfolios;
WHEREAS, Section 20 of the Transfer Agency Agreement provides
that no provision of the Agreement may be changed, discharged or terminated
orally, but only by an instrument in writing signed by the party against which
enforcement of the change, discharge or termination is sought; and
WHEREAS, the Fund has notified BISYS Ohio that it has
established a new class of shares, namely, Class A - Special Series 4, Class B -
Special Series 3 and Class J - Special Series 2 shares (collectively, "S
Shares") in each of the ARCH Money Market, Treasury Money Market and Tax-Exempt
Money Market Portfolios, respectively.
NOW THEREFORE, the parties hereto, intending to be legally
bound, hereby agree as follows:
1. TERMS. From and after the date hereof, the term "shares" as
used in the Transfer Agency Agreement shall be deemed to include the S Shares.
Capitalized terms used herein and not otherwise defined shall have the meanings
ascribed to them in the Transfer Agency Agreement.
2. APPENDIX A. Appendix A to the Transfer Agency Agreement is
hereby supplemented to read as set forth in Appendix A attached hereto.
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3. Appendix C to the Transfer Agreement is hereby supplemented
to read as set forth in Appendix C attached hereto.
4. 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.
THE ARCH FUND, INC.
By:
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
President
BISYS FUND SERVICES OHIO, INC.
By:
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J. ▇▇▇▇▇ ▇▇▇▇▇
Vice President
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APPENDIX A
TO THE
TRANSFER AGENCY AGREEMENT
BETWEEN
THE ARCH FUND, INC.
AND
BISYS FUND SERVICES OHIO, INC. (FORMERLY
KNOWN AS THE WINSBURY SERVICE CORPORATION)
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Money Market Portfolio (Trust shares, Investor A shares, Institutional shares,
Investor B shares and S shares)
Treasury Money Market Portfolio (Trust shares, Investor A shares, Institutional
shares and S shares)
Growth & Income Equity Portfolio (Trust shares, Investor A shares, Institutional
shares and Investor B shares)
Small Cap Equity Portfolio (Trust shares, Investor A shares,
Institutional shares and Investor B shares)
Government & Corporate Bond Portfolio (Trust shares, Investor A shares,
Institutional shares and Investor B shares)
U.S. Government Securities Portfolio (Trust shares, Investor A
shares, Institutional shares and Investor B shares)
Balanced Portfolio (Trust shares, Investor A shares, Institutional shares and
Investor B shares)
International Equity Portfolio (Trust shares, Investor A shares, Institutional
shares and Investor B shares)
Short-Intermediate Municipal Portfolio (Trust Shares and Investor
A shares)
Tax-Exempt Money Market Portfolio (Trust shares, Investor A
shares and S shares)
Missouri Tax-Exempt Bond Portfolio (Trust shares, Investor A
shares and Investor B shares)
Kansas Tax-Exempt Bond Portfolio (Trust shares, Investor A shares
and Investor B shares)
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Equity Income Portfolio (Trust shares, Investor A shares, Institutional shares
and Investor B shares)
National Municipal Bond Portfolio (Trust shares, Investor A shares and Investor
B shares)
Intermediate Corporate Bond Portfolio (Trust shares, Investor A shares and
Institutional shares)
Equity Index Portfolio (Trust shares, Investor A shares and Institutional
shares)
Bond Index Portfolio (Trust shares, Investor A shares and Institutional shares)
Small Cap Equity Index Portfolio (Trust shares, Investor A shares and
Institutional shares)
Growth Equity Portfolio (Trust shares, Investor A shares, Institutional shares
and Investor B shares)
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APPENDIX C
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TO THE TRANSFER AGENCY AGREEMENT
BETWEEN
THE ARCH FUND, INC. AND BISYS FUND SERVICES OHIO, INC.
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(FORMERLY KNOWN AS THE WINSBURY SERVICE CORPORATION)
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FEE SCHEDULE
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A. ANNUAL BASE FEE
1. Portfolios which have Investor A Shares shall pay an Annual
Base Fee of $10,000 plus $19 per shareholder per Portfolio.
2. Portfolios which have Investor B Shares shall pay an Annual
Base Fee of $10,000 plus $19 per shareholder per Portfolio.
3. Portfolios which have Trust Shares shall pay an Annual Base
Fee of $8,000 plus $15 per shareholder per Portfolio.
4. Portfolios which have Institutional Shares shall pay an
Annual Base Fee of $8,000 plus $15 per shareholder per
Portfolio.
5. Portfolios which have S Shares shall pay an Annual Base Fee
of $8,000 plus $15 per shareholder per Portfolio.
B. ANNUAL ADDITIONAL FEES. These fees are in addition to the Annual
Base Fees.
1. Portfolios participating in the Asset Advisor (asset
allocation) program shall pay an annual fee of $3,000 per
Portfolio
2. Out of pocket costs, including postage, Tymnet charges,
statement/confirm paper, forms, and microfiche will be added
to the Transfer Agency Fees.
C. ALLOCATION OF FEES. Transfer Agency fees paid under this
Agreement shall be treated as an expense of the Company and shall
be accrued and allocated pro rata each month to the Portfolios on
the basis of their respective net assets at the end of the
preceding month and paid monthly.
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