EXHIBIT 9(A)(II)
FORM OF ADDENDUM TO THE TRANSFER AGENCY AND
SERVICE AGREEMENT FOR
THE FUND FOR LIFE,
ZERO TARGET 2002 SERIES, AND CAPITAL APPRECIATION SERIES
ADDENDUM TO TRANSFER AGENCY AND SERVICE AGREEMENT
The Transfer Agency and Service Agreement, made the __ day
of _____, 1989 between The GCG Trust (formerly, The Specialty
Managers Trust and Western Capital Specialty Managers Trust) (the
"Trust"), a Massachusetts business trust having its principal
place of business at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇,
and State Street Bank and Trust Company (the "Bank"), a
Massachusetts Trust Company having its principal place of
business at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (the
"Agreement"), is hereby amended by the addition of the provisions
set forth in this Addendum to the Agreement, which is dated as of
the ____ day of ____, 1991.
WITNESSTH:
WHEREAS, the Trust has previously established and currently
offers seven separate series designated as Liquid Asset Series,
Limited Maturity Bond Series, All-Growth Series, Natural
Resources Series, Real Estate Series, Fully Managed Series, and
Multiple Allocation Series (the "Initial Portfolios"); and
WHEREAS, the Trust has subsequently established five new
series designated as The Masters Series, The Intermediate Bond
Series, Zero Target 2002 Series, Capital Appreciation Series, and
The Fund for Life; and
WHEREAS, the Trust desires to appoint the Bank as Transfer
Agent, Dividend Disbursing Agent and Agent in connection with
certain other activities for The Masters Series, The Intermediate
Bond Series, Zero Target 2002 Series, Capital Appreciation
Series, and The Fund for Life on the terms set forth in the
Agreement and herein and the Bank is willing to accept such
appointment;
NOW THEREFORE, in consideration of the mutual promises and
covenants contained in this Addendum, it is agreed between the
parties hereto as follows:
In addition to its responsibilities as
specified in the Agreement, the Trust hereby
constitutes and appoints the Bank as Transfer
Agent, Dividend Disbursing Agent and Agent in
connection with certain other activities with
respect to The Masters Series, The
Intermediate Bond Series, Zero Target 2002
Series, Capital Appreciation Series and The
Fund for Life which, together with all other
Portfolios previously established by the
Fund, shall be Portfolios under the Agreement
as provided in Article 8, subject to the
terms and conditions as specified in the
Agreement and this Addendum and the fees to
be paid to the Bank shall be the same amount
set forth in the Agreement for each of the
Initial Portfolios, or such other fees as may
be negotiated by the parties hereto.
This Addendum shall take effect with respect to such
Portfolios as of the day such Portfolios begin operations.
IN WITNESS WHEREOF, the parties hereto have caused this
Addendum to be executed as of the date indicated above.
THE GCG TRUST
Attest: By ____________________________
STATE STREET BANK AND TRUST COMPANY
Attest: By ____________________________
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