EX-99.(H)(1)(A)(I) 18 v163642_ex99-h1ai.htm Unassociated Document
FORM OF
AMENDMENT
TO
AMENDED AND RESTATED
 
TRANSFER AGENCY AND SERVICE AGREEMENT
 
This Amendment to the Amended and Restated Transfer Agency and Service Agreement (“Amendment”) is made as of the [….] day of [….], 2009, by and among The MainStay Funds and Eclipse Funds, each a Massachusetts business trust, and Eclipse Funds Inc. and ICAP Funds, Inc., each a Maryland corporation (each, a “Fund” and collectively, the “Funds”) and NYLIM Service Company LLC, a Delaware limited liability company, having its principal office and place of business at 169 Lackawanna Avenue, Parsippany, New Jersey 07054 (“NSC”).

WHEREAS, the Funds and NSC are parties to an Amended and Restated Transfer Agency and Service Agreement, dated October 1, 2008 (“Agreement”); and

WHEREAS, the parties hereby wish to amend the Agreement.
 
NOW, THEREFORE, the parties agree as follows:
 
 
(i)
effective as of […..], 2009, the MainStay Funds Trust, a Delaware statutory trust, is added as a party to the Agreement; and
 
 
(ii)
effective […..], 2009, the Transfer Agency Fee Schedule is hereby amended by deleting it in its entirety and replacing it with the Schedule attached hereto.
 
IN WITNESS HEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers and attested as of this [….] day of [….], 2009.

THE MAINSTAY FUNDS


By: _________________________
Name:  Stephen P. Fisher
Title:  President


ECLIPSE FUNDS


By: _________________________
Name:  Stephen P. Fisher
Title:  President

 
 
 

ECLIPSE FUNDS INC.


By: _________________________
Name:  Stephen P. Fisher
Title:  President


ICAP FUNDS, INC.


By: _________________________
Name:  Stephen P. Fisher
Title:  President

MAINSTAY FUNDS TRUST


By: _________________________
Name:  Stephen P. Fisher
Title:  President


NYLIM SERVICE COMPANY LLC


By: _________________________
Name:  Penny L. Nelson
Title:  President and Chief Executive Officer

 
 
 
 
TRANSFER AGENCY FEE SCHEDULE
As Amended on [……], 2009


1)           Maintenance and Transaction Charges – Billable Monthly*
 
*  The funds listed below will be billed at the greater of A or B.
 
A)           Per Account Annual Fee:
 
The following Funds will be billed at a rate of 1/12 of the annual fee for each Fund account serviced during the month.  “Accounts serviced” is defined as all open accounts at month end and accounts that close during the month, including underlying Shareholder accounts which may be held in an omnibus positions and serviced by other administrators.
 
THE MAINSTAY FUNDS
 
EQUITY FUNDS
ACCOUNT RATES
MainStay Capital Appreciation Fund
$24.34
MainStay Common Stock Fund
$24.34
MainStay Equity Index Fund
$24.34
MainStay International Equity Fund
$24.34
MainStay Large Cap Growth Fund
$24.34
MainStay MAP Fund
$24.34
MainStay Mid Cap Growth Fund
$24.34
MainStay Mid Cap Value Fund
$24.34
MainStay Small Cap Growth Fund
$24.34
MainStay Value Fund
$24.34
FIXED INCOME & BLENDED FUNDS
ACCOUNT RATES
MainStay Convertible Fund
$28.86
MainStay Diversified Income Fund
$28.86
MainStay Global High Income Fund
$28.86
MainStay Government Fund
$28.86
MainStay High Yield Corporate Bond Fund
$28.86
MainStay Institutional Bond Fund
$28.86
MainStay Tax Free Bond Fund
$28.86
MainStay Total Return Fund
$28.86
MONEY MARKET FUND
ACCOUNT RATES
MainStay Money Market Fund
$31.67
MainStay Principal Preservation Fund
$28.86

ECLIPSE FUNDS
 
EQUITY FUNDS
ACCOUNT RATES
MainStay Mid Cap Core Fund
$24.34
MainStay Small Company Value Fund
$24.34
FIXED INCOME & BLENDED FUND
ACCOUNT RATES
MainStay Balanced Fund
$28.86
 
 
 
 

 
ECLIPSE FUNDS INC.
 
EQUITY FUNDS
ACCOUNT RATES
MainStay All Cap Growth Fund
$24.34
MainStay Conservative Allocation Fund
$24.34
MainStay Growth Allocation Fund
$24.34
MainStay Growth Equity Fund
$24.34
MainStay Large Cap Opportunity Fund
$24.34
MainStay Moderate Allocation Fund
$24.34
MainStay Moderate Growth Allocation Fund
$24.34
MainStay S&P 500 Index Fund
$24.34
MainStay 130/30 Core Fund
$24.34
MainStay 130/30 Growth Fund
$24.34
MainStay 130/30 International Fund
$24.34
MainStay Retirement 2010
$24.34
MainStay Retirement 2020
$24.34
MainStay Retirement 2030
$24.34
MainStay Retirement 2040
$24.34
MainStay Retirement 2050
$24.34
FIXED INCOME & BLENDED FUNDS
ACCOUNT RATES
MainStay Floating Rate Fund
$28.86
MainStay Income Manager Fund
$28.86
MainStay Indexed Bond Fund
$28.86
MainStay Intermediate Term Bond Fund
$28.86
MainStay Short-Term Bond Fund
$28.86
MainStay 130/30 High Yield Fund
$28.86
MONEY MARKET FUND
ACCOUNT RATES
MainStay Cash Reserves Fund
$31.67

ICAP FUNDS, INC.
 
EQUITY FUNDS
ACCOUNT RATES
MainStay ICAP Equity Fund
$24.34
MainStay ICAP Select Equity Fund
$24.34
MainStay ICAP International Fund
$24.34
MainStay ICAP Global Fund
$24.34

MAINSTAY FUNDS TRUST
 
EQUITY FUNDS
ACCOUNT RATES
MainStay Epoch Global Equity Yield Fund
$24.34
MainStay Epoch International Small Cap Fund
$24.34
MainStay Epoch U.S. Equity Fund Fund
$24.34
MainStay Epoch Global Choice Fund
$24.34

 
 
 
 
B)           Fund Minimum (CUSIP/Class/Fund):

The Funds listed above will be billed at $458.84 per month per CUSIP (i.e., 1/12 of the annual Fund Minimum charge of $5,506.08) for each Fund serviced during the month that is not being charged at the per account rate.  Those Funds that do not have a minimum account volume are charged at the Fund Minimum level until such account volumes are achieved.  Seed accounts are excluded from Fund Minimums.

The fees and charges set forth above shall increase annually over the fees and charges during the prior 12 months in an amount equal to the annual percentage of change in the Northeastern Consumer Price Index as last reported by the U.S. Bureau of Labor Statistics.
 
2)           Other Items
 
A)           529 Products
 
Oppenheimer’s 529 Product currently uses three MainStay Funds as investment vehicles to support its 529 Portfolios.  Each MainStay Fund will be charged on a pro rated account basis for each account that uses the MainStay Funds to support its 529 Portfolio.
as follows:

EQUITY FUNDS
ACCOUNT RATES
MainStay MAP Fund
$24.34
MainStay Mid Cap Growth Fund
$24.34
FIXED INCOME & BLENDED FUND
ACCOUNT RATES
MainStay High Yield Corporate Bond Fund
$28.86


B)           New MainStay Funds
 
New MainStay Funds that contain “seed money” only will not be charged the Fund Minimum.
 
C)           Fund Billing Restrictions/Caps
 
In order to facilitate the introduction of New Fund and Products and keep transfer agency expenses at a minimum, certain billing restrictions and/or Caps apply to New Funds.  New Funds (Class A, I, R1, R2, and R3) are charged a maximum transfer agency expense of 25 basis points for one year.  After one year, the Fund expenses are reviewed and, at Management discretion, will either continue to be charged the 25 basis points maximum or commencement of the per account rate or Fund Minimum charge will begin.

 
 
 

IN WITNESS WHEREOF, each of the Funds listed below and NYLIM Service Company LLC have agreed upon this Transfer Agency Fee Schedule and have caused this Transfer Agency Fee Schedule to be executed in their names and on their behalf by and through their duly authorized officers as of the day and year first written above.

THE MAINSTAY FUNDS


By: _________________________
Name:  Stephen P. Fisher
Title:  President


ECLIPSE FUNDS

By: _________________________
Name:  Stephen P. Fisher
Title:  President


ECLIPSE FUNDS INC.

By: _________________________
Name:  Stephen P. Fisher
Title:  President


ICAP FUNDS, INC.

By: _________________________
Name:  Stephen P. Fisher
Title:  President


MAINSTAY FUNDS TRUST


By: _________________________
Name:  Stephen P. Fisher
Title:  President


NYLIM SERVICE COMPANY LLC


By: _________________________
Name:  Penny L. Nelson
Title:  President and Chief Executive Officer