Exhibit (h)(41)
CONSENT TO ASSIGNMENT
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The undersigned consents to the Assignment attached hereto of the Fund
Accounting Servicing Agreement dated as of March 23, 1988 between Firstar Funds,
Inc. (formerly Elan Funds, Inc.) and Firstar Trust Company (formerly First
Wisconsin Trust Company), as amended through the date hereof, on the express
condition that (1) Assignor will remain liable for the performance of each and
every one of its obligations under the Contract arising on or before the
Effective Date; (2) this Consent to Assignment will not be deemed a consent to
any subsequent assignment but rather any subsequent assignment will require the
prior written consent of the undersigned pursuant to the terms of the Contract;
and (3) Assignor will notify the undersigned of the actual Effective Date if
such date occurs on a date other than October 1, 1998.
FIRSTAR FUNDS, INC.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: President
ASSIGNMENT OF CONTRACT
This ASSIGNMENT OF CONTRACT (the "Assignment") is dated as of the 1st day
of October, 1998 by and between Firstar Trust Company (formerly, First Wisconsin
Trust Company), a Wisconsin corporation ("Assignor"), and Firstar Mutual Fund
Services, LLC, a Wisconsin limited liability company ("Assignee").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, Assignor is a party to the contract or contracts attached hereto
as Exhibit A (the "Contract") and identified as follows:
Fund Accounting Servicing Agreement by and among Firstar Funds, Inc.
(formerly, Elan Funds) and Assignor dated March 21, 1998, as amended
through the date hereof.
WHEREAS, Assignor desires to transfer to Assignee all of Assignor's right,
title and interest in the Contract.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of
which are hereby acknowledged, Assignor and Assignee agree as follows:
1. Assignment of the Contract. Assignor hereby transfers and assigns to
Assignee all of Assignor's right, title and interest in and to the Contract.
2. Assumption and Acceptance of the Contract. By acceptance of this
Assignment, Assignee hereby assumes and agrees to perform all of the obligations
and covenants of Assignor under the Contract from and after the date and year
first written above or such other date as the parties may agree in writing (the
"Effective Date").
3. Consent. The effectiveness of this Assignment is expressly subject to
the written consent of Firstar Funds, Inc.
4. Indemnification. Assignor agrees that it will remain liable under the
Contract for all obligations arising on or before the Effective Date and will
indemnify and hold harmless Assignee from any such obligation.
IN WITNESS WHEREOF, this Assignment has been executed by Assignor and
Assignee as a sealed instrument as of the day and year first written above.
ASSIGNOR
FIRSTAR TRUST COMPANY
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Senior Vice President
ASSIGNEE
FIRSTAR MUTUAL FUND SERVICES, LLC
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Vice President