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Exhibit h(iv) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
Amendment to
Master Transfer and Recordkeeping Agreement
between
The Riverfront Funds
and
The Provident Bank
This Amendment to the Master Transfer and Recordkeeping Agreement
("Agreement") between The Riverfront Funds ("Funds") and The Provident Bank
("Transfer Agent") is made and entered into as of the 30th day of September,
2003.
WHEREAS, the Funds have entered into the Agreement with the Transfer
Agent;
WHEREAS, the Securities and Exchange Commission and the United States
Treasury Department (the "Treasury Department") have adopted a series of
rules and regulations arising out of the USA PATRIOT Act (together with such
rules and regulations, the "Applicable Law"), specifically requiring certain
financial institutions including the Funds, to establish a written anti-money
laundering and customer identification program (a "Program");
WHEREAS, in establishing requirements for registered investment
companies, Applicable Law provides that it is permissible for a mutual fund
to contractually delegate the implementation and operation of its Program to
another affiliated or unaffiliated service provider, such as Transfer Agent,
but that any mutual fund delegating responsibility for such aspects of its
Program to a third party must obtain written consent from the third party
ensuring the ability of federal examiners to (a) obtain information and
records relating to the Program, and (b) inspect the third party for purposes
of the Program; and
WHEREAS, the Funds have established a Program and wish to amend the
Agreement to (a) reflect the existence of such Program, (b) delegate
responsibility for performance under the Funds' Program to the Transfer
Agent, and (c) to make such other changes as are required by Applicable Law.
NOW, THEREFORE, the parties intending to be legally bound agree as
follows:
1. The Funds represent and warrant to the other that they have
established, and covenant that during the term of the Agreement they will
maintain, a Program in compliance with Applicable Law.
2. The Funds hereby delegate to the Transfer Agent, the responsibility to
perform or contract for the performance of, for and on behalf of the Funds,
all required activities under the Funds' Program.
3. The Transfer Agent hereby accepts such delegation and represents
and warrants that (a) it has implemented, and will continue to (i) monitor
the operation of, (ii) assess the effectiveness of, and (iii) modify, as
appropriate or as required by Applicable Law, procedures necessary to
effectuate the Program (b) it will annually certify, in a manner acceptable
to the Funds under Applicable Law, that it has implemented the Program and
that it will perform or cause to be performed the customer identification and
other activities required by Applicable Law and the Program, and (c) it will
provide such other information and reports to the Funds' designated
Compliance Officer, as may from time to time be requested, and will provide
such Compliance Officer with notice of any contact by any regulatory
authority with respect to the operation of the Program.
4. The Transfer Agent does hereby covenant that (a) it will provide to any
federal examiners of the Funds such information and records relating to
Program as may be requested, and (b) it will allow such examiners to inspect
the Transfer Agent for purposes of examining the Program and its operation to
the full extent required by Applicable Law.
In all other respects, the Agreement first referenced above shall remain in
full force and effect.
WITNESS the due execution hereof this 30th day of September, 2003.
THE RIVERFRONT FUNDS
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
THE PROVIDENT BANK
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title: Senior Vice President