Exhibit (e)(xxiv) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
EXHIBIT A
to Shareholder Services Agreement with
respect to the Vision Group of Funds (the "Funds")
dated November 8, 2000
Funds covered by this Agreement:
Class A Shares:
Vision Intermediate Term Bond Fund
Vision International Equity Fund
Vision Large Cap Core Fund
Vision Large Cap Growth Fund
Vision Large Cap Value Fund
Vision Managed Allocation Fund - Conservative Growth
Vision Managed Allocation Fund - Aggressive Growth
Vision Managed Allocation Fund - Moderate Growth
Vision Mid Cap Stock Fund
Vision Money Market Fund
Vision New York Municipal Income Fund
Vision New York Tax-Free Money Market Fund
Vision Pennsylvania Municipal Income Fund
Vision Small Cap Stock Fund
Vision Treasury Money Market Fund
Vision U.S. Government Securities Fund
Class B Shares:
Vision International Equity Fund
Vision Large Cap Core Fund
Vision Large Cap Growth Fund
Vision Large Cap Value Fund
Vision Mid Cap Stock Fund
Vision Small Cap Stock Fund
Class S Shares:
Vision Money Market Fund
Vision Treasury Money Market Fund
Institutional Shares:
Vision Money Market Fund
Shareholder Service Fees
1. During the term of this Agreement, the Provider is entitled to a fee,
payable quarterly. This fee will be computed at the annual rate of .25% of
the average net asset value of shares of the Funds held during the quarter in
accounts for which the Provider provides Services under this Agreement, so
long as the average net asset value of Shares in the Funds during the quarter
equals or exceeds such minimum amount as the Funds shall from time to time
determine and communicate in writing to the Provider. This fee may be waived
by Provider from time to time at its own discretion.
2. For the quarterly period in which the Shareholder Services Agreement
becomes effective or terminates, there shall be an appropriate proration of
any fee payable on the basis of the number of days that the Agreement is in
effect during the quarter.
MANUFACTURERS AND TRADERS TRUST COMPANY
By:
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Name:
Title:
FEDERATED SERVICES COMPANY
By:
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Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
Dated: August 31, 2001