DUTIES OF FORUM. (a) Forum and the Trust's administrator, Forum Administrative Services, LLC, (the "Administrator"), may from time to time adopt such procedures as they agree upon to implement the terms of this Section. With respect to each Fund, Forum shall perform the following services:
(i) calculate the net asset value per share with the frequency prescribed in each Fund's then-current Prospectus;
(ii) calculate each item of income, expense, deduction, credit, gain and loss, if any, as required by the Trust and in conformance with generally accepted accounting practice ("GAAP"), the SEC's Regulation S-X (or any successor regulation) and the Internal Revenue Code of 1986, as amended (or any successor laws)(the "Code");
(iii) maintain each Fund's general ledger and record all income, expenses, capital share activity and security transactions of each Fund;
(iv) calculate the yield, effective yield, tax equivalent yield and total return for each Fund, and each Class thereof, as applicable, and such other measure of performance as may be agreed upon between the parties hereto;
(v) provide the Trust and such other persons as the Administrator may direct with the following reports (A) a current security position report, (B) a summary report of transactions and pending maturities (including the principal, cost, and accrued interest on each portfolio security in maturity date order), and (C) a current cash position and projection report;
(vi) prepare and record, as of each time when the net asset value of a Fund is calculated or as otherwise directed by the Trust, either (A) a valuation of the assets of the Fund (unless otherwise specified in or in accordance with this Agreement, based upon the use of outside services normally used and contracted for this purpose by Forum in the case of securities for which information and market price or yield quotations are readily available and based upon evaluations conducted in accordance with the Trust's instructions in the case of all other assets) or (B) a calculation confirming that the market value of the Fund's assets does not deviate from the amortized cost value of those assets by more than a specified percentage;
(vii) make such adjustments over such periods as Forum deems necessary to reflect over-accruals or under-accruals of estimated expenses or income;
(viii) request any necessary information from the Administrator and the Trust's transfer agent and distributor in order to prepare, and prepare, the Trust's Form N-SAR;
(ix) pr...
DUTIES OF FORUM. (a) Forum agrees that in accordance with procedures established from time to time by agreement between the Trust on behalf of each of the Funds, as applicable, and Forum, Forum will perform the following services:
(i) provide the services of a transfer agent, dividend disbursing agent and, as relevant, agent in connection with accumulation, open-account or similar plans (including without limitation any periodic investment plan or periodic withdrawal program) that are customary for open-end management investment companies including: (A) maintaining all Shareholder accounts, (B) preparing Shareholder meeting lists, (C) mailing proxies and related materials to Shareholders, (D) mailing Shareholder reports and prospectuses to current Shareholders, (E) withholding taxes on U.S. resident and non-resident alien accounts, (F) preparing and filing U.S. Treasury Department Forms 1099 and other appropriate forms required by federal authorities with respect to distributions for Shareholders, (G) preparing and mailing confirmation forms and statements of account to Shareholders for all purchases and redemptions of Shares and other confirmable transactions in Shareholder accounts, (H) preparing and mailing activity statements for Shareholders, and (I) providing Shareholder account information;
(ii) receive for acceptance orders for the purchase of Shares and promptly deliver payment and appropriate documentation therefor to the custodian of the applicable Fund (the "Custodian") or, in the case of Fund's operating in a master-feeder or fund of funds structure, to the transfer agent or interestholder recordkeeper for the master portfolios in which the Fund invests;
(iii) pursuant to purchase orders, issue the appropriate number of Shares and hold such Shares in the appropriate Shareholder account;
(iv) receive for acceptance redemption requests and deliver the appropriate documentation therefor to the Custodian or, in the case of Fund's operating in a master-feeder structure, to the transfer agent or interestholder recordkeeper for the master fund in which the Fund invests;
(v) as and when it receives monies paid to it by the Custodian with respect to any redemption, pay the redemption proceeds as required by the prospectus pursuant to which the redeemed Shares were offered and as instructed by the redeeming Shareholders;
(vi) effect transfers of Shares upon receipt of appropriate instructions from Shareholders;
(vii) prepare and transmit to Shareholders (or credit the a...
DUTIES OF FORUM. (a) Subject to the direction and control of the board of directors of the Fund (the "Board"), Forum shall manage all aspects of the Fund's operations except those that are the responsibility of Sound Shore Management, Inc. (the "Adviser"), all in such manner and to such extent as may be authorized by the Board.
(b) Forum shall:
(i) oversee (A) the preparation and maintenance by the Adviser and the Fund's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable law, of all documents and records relating to the operation of the Fund required to be prepared or maintained by the Fund or its agents pursuant to applicable law; (B) the reconciliation of account information and balances among the Adviser and the Fund's custodian, transfer agent, dividend disbursing agent and fund accountant;
DUTIES OF FORUM. (a) Forum and each Company's administrator, Forum Administrative Services, LLC. (the "Administrator"), may from time to time adopt such procedures as they agree upon to implement the terms of this Section. With respect to each Fund and its Company, Forum shall:
(i) calculate the net asset value per share ("NAV") with the frequency prescribed in the Fund's then-current Prospectus;
(ii) calculate each item of income, deduction, credit, gain and loss, if any, and process each Fund's stated expense ratio as required by the Company and in conformance with generally accepted accounting practice ("GAAP"), the SEC's Regulation S-X (or any successor regulation) and the Internal Revenue Code of 1986, as amended (or any successor laws)(the "Code");
(iii) maintain the Fund's general ledger and record all income, gross expenses, capital share activity and security transactions of each Fund;
(iv) calculate the "SEC yield" and money market fund seven day yields for the Fund, and each Class thereof, as applicable;
(v) provide the Company and such other persons as the Administrator may direct with the following reports (A) Key Numbers Summary, (B) trial balance, (C) current security position report by tax lot, (D) security position report by security identifier, (E) stale pricing and (F) cash position and projection report;
(vi) prepare and record once daily, as of the time when the NAV of the Fund is calculated or at such other time as otherwise directed by the Company, either (A) a valuation of the assets of the Fund (unless otherwise specified in or in accordance with this Agreement, based upon the use of outside services normally used and contracted for this purpose by Forum in the case of securities for which information and market price or yield quotations are readily available and based upon evaluations conducted in accordance with the instructions of the Company in the case of all other assets) or (B) a calculation confirming that the market value of the Fund's assets does not deviate from the amortized cost value of those assets by more than a specified percentage;
(vii) make such adjustments over such periods, as the Administrator deems necessary to reflect over-accruals or under-accruals of estimated expenses or income;
(viii) provide appropriate records to assist the Company's independent accountants and, upon approval of the Company or the Administrator, any regulatory body in any requested review of the Company's books and records maintained by Forum;
(ix) pr...
DUTIES OF FORUM. (a) Forum shall use its best efforts to sell Shares of the Funds upon the terms and conditions contained herein and in the then current Prospectus. Forum shall devote reasonable time and effort to effect sales of Shares of the Funds, but shall not be obligated to sell any specific number of Shares. The services of Forum to the Trust hereunder are not to be deemed exclusive and nothing herein contained shall prevent Forum from entering into like arrangements with other investment companies so long as the performance of its obligations hereunder is not impaired thereby.
(b) In selling Shares of the Funds, Forum shall use its best efforts in all material respects duly to conform with the requirements of all federal and state laws relating to the sale of such securities. None of Forum, any selected dealer, any selected agent, or any other person is authorized by the Trust to give any information or to make any representations other than as is contained in a Fund's Prospectus and SAI, as from time to time in effect, or any sales literature specifically approved in writing by the Trust.
(c) Forum shall adopt and follow procedures, as approved by the officers of the Trust, for the confirmation of sales to investors and selected dealers or selected agents, the collection of amounts payable by investors and selected dealers or selected agents on such sales, and the cancellation of unsettled transactions, as may be necessary to comply with the requirements of the NASD as may from time to time exist.
DUTIES OF FORUM. (a) Subject to the direction and control of each Board, Forum shall administer the Company's operations with respect to the Funds except those that are the responsibility of any other service provider hired by the Companies, all in such manner and to such extent as may be authorized by the Board.
(b) With respect to each Company or Fund, as applicable, Forum shall:
(i) coordinate (A) the preparation and maintenance by the Company's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Company required to be prepared or maintained by the Company or its agents pursuant to applicable law; (B) the reconciliation of account information and balances among the Company's custodian, transfer agent, dividend disbursing agent and fund accountant; (C) the transmission of purchase and redemption orders for Shares; and (D) the performance of fund accounting, including the calculation of the net asset value of the Shares;
(ii) coordinate the performance of administrative and professional services rendered to the Company by others, including its custodian, transfer agent and dividend disbursing agent as well as legal, auditing, shareholder servicing and other services performed for the Funds;
(iii) provide the Company with adequate general office space and facilities and provide persons suitable to the Board to serve as ministerial officers of the Company, if requested;
(iv) coordinate the service relationship between Forum, the other service providers to the Company, the Company and each investment adviser to a Fund to ensure an efficient and effective working relationship;
(v) act as a liaison between and among Forum, the other service providers to the Companies, the Companies and each investment adviser to a Fund ensuring open communication between the various entities; and
(vi) as a representative of Forum, attend meetings of the Board of each Company;
(vii) with the cooperation of the Company's investment advisers, the officers of the Company and other relevant parties and the cooperation of the Company's counsel, prepare and disseminate materials for meetings of the Board, as applicable, including a general report to the Board covering the Company's operations;
(viii) subject to commentary following review by the Fund's counsel:
(A) Based on information from the Fund's investment adv...
DUTIES OF FORUM. (a) Subject to the direction and control of Allfirst and the Board of Trustees of the Trust (the "Board"), Forum shall manage all aspects of the Trust's operations with respect to the Funds except for those aspects that are retained by Allfirst or its affiliates pursuant to Section 6(f) and those that are the responsibility of any other service provider hired by the Trust or Allfirst, all in such manner and to such extent as may be authorized by the Board.
(b) With respect to the Trust or each Fund, as applicable, Forum shall:
(i) at the Trust's expense, provide the Trust with, or arrange for the provision of, the services of persons competent to perform such legal, administrative and clerical functions not otherwise described in this Section 2(b) as are necessary to provide effective operation of the Trust and maintain internal controls, audit programs and periodic reviews to ensure the continued effectiveness and sufficiency of the services provided;
(ii) oversee (A) the preparation and maintenance by the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant in such form, for such periods and in such locations as may be required by applicable United States law, of all documents and records relating to the operation of the Trust required to be prepared or maintained by the Trust or its agents pursuant to applicable law; (B) the reconciliation of account information and balances among the Trust's custodian, transfer agent, dividend disbursing agent and fund accountant;
DUTIES OF FORUM. Forum and the Trust's administrator, Forum Administrative Services, LLC, (the "Administrator"), may from time to time adopt such procedures as they agree upon to implement the terms of this Section. With respect to each Fund, Forum shall perform the following services:
DUTIES OF FORUM. (a) Forum and the Trust's administrator, Xxxxxxxx Fund Advisors Inc., or subadministrator, Forum Administrative Services, LLC (together, the "Administrator") from time to time may adopt such procedures as they agree upon to implement the terms of this Section. With respect to each Fund, Forum shall perform the following services:
(i) calculate the net asset value per share with the frequency prescribed in each Fund's then-current Prospectus; 151
(ii) calculate each item of income, expense, deduction, credit, gain and loss, if any, as required by the Trust and in conformance with generally accepted accounting practice ("GAAP"), the SEC's Regulation S-X (or any successor regulation) and the Internal Revenue Code of 1986, as amended (or any successor laws)(the "Code");
(iii) maintain each Fund's general ledger and record all income, expenses, capital share activity and security transactions of each Fund;
(iv) calculate the yield, effective yield, tax equivalent yield and total return for each Fund, and each Class thereof, as applicable, and such other measure of performance as may be agreed upon between the parties hereto;
(v) provide the Trust and such other persons as the Administrator may direct with the following reports: (A) a current security position report; (B) a summary report of transactions and pending maturities (including the principal, cost, and accrued interest on each portfolio security in maturity date order); and
DUTIES OF FORUM. (a) Forum will act as transfer agent for the Portfolios' accounts and, as such, will record in an account (the "Account") the total number of units of beneficial interest ("Shares") of each Portfolio issued and outstanding from time to time and will maintain Share transfer records in which it will note the names and registered addresses of Shareholders, and the number of Shares from time to time owned by each of them. Each Shareholder will be assigned one or more account numbers.
(b) Forum is authorized to set up accounts for Shareholders and record transactions in the accounts on the basis of instructions received from Shareholders when accompanied by remittance in an appropriate amount and form as provided in the Portfolio's then current prospectus. Whenever Shares are purchased or issued, Forum shall credit the Account with the Shares issued, and credit the proper number of Shares to the appropriate Shareholder.
(c) Likewise, whenever Forum has occasion to redeem Shares owned by a Shareholder, the Trust authorizes Forum to process the transaction by making appropriate entries in its Share transfer records and debiting the Account.
(d) Upon notification by the custodian of the applicable Portfolio (the "Custodian") of the receipt of funds through the Federal Reserve wire system or conversion into Federal funds of funds transmitted by other means for the purchase of Shares in accordance with the Portfolio's current prospectus, Forum shall notify the Transfer Agent of such deposits on a daily basis.
(e) Forum shall credit each Shareholder's account with the number of units purchased according to the price of the Shares in effect for such purchases determined in the manner set forth in the Portfolio's then current prospectus. Forum shall process each order for the redemption of Shares from or on behalf of a Shareholder, and shall cause cash proceeds to be wired in Federal funds.
(f) The requirements as to instruments of transfer and other documentation, the applicable redemption price and the time of payment shall be as provided for in the then current prospectus, subject to such supplemental requirements consistent with such prospectus as may be established by mutual agreement between Forum and the Transfer Agent.
(g) If Forum or the Portfolio's distributor determines that a request for redemption does not comply with the requirements for redemption, Forum shall promptly so notify the Shareholder, together with the reason therefor, and shall effect such re...
