Notes and Conditions Related to Fund Accounting Services Sample Clauses

Notes and Conditions Related to Fund Accounting Services. 1. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV Differences (as defined below) shall be as follows: (a) During each NAV Error Period (as defined below) resulting from a NAV Difference that is at least $0.01 but that is less than 1/2 of 1%, Service Provider shall reimburse each applicable Fund for any net losses to the Fund; and (b) During each NAV Error Period resulting from a NAV Difference that is at least 1/2 of 1%, Service Provider shall reimburse each applicable Fund on its own behalf and on behalf of each shareholder of such Fund for any losses experienced by the Fund or any Fund shareholder, as applicable; provided, that Service Provider’s reimbursement responsibility shall not exceed the lesser of (i) the net loss that the Fund incurs or (ii) the costs to the Fund of reprocessing the shareholder transactions during the NAV Error Period; provided, further, however, that Service Provider shall not be responsible for reimbursing reprocessing costs with respect to any shareholder that experiences an aggregate loss during any NAV Error Period of less than $25. For purposes of this Section II.1: (A) the NAV Difference means the difference between the NAV at which a shareholder purchase or redemption should have been effected (“Recalculated NAV”) and the NAV at which the purchase or redemption was effected divided by Recalculated NAV; (B) NAV Error Period means any Fund business day or series of two or more consecutive Fund business days during which an NAV Difference of $0.01 or more exists; (C) NAV Differences and any Service Provider liability therefrom are to be calculated each time a Fund’s (or Class’) NAV is calculated; (D) in calculating any amount for which Service Provider would otherwise be liable under this Agreement for a particular NAV error, Fund (or Class) losses and gains shall be netted; and (E) in calculating any amount for which Service Provider would otherwise be liable under this Agreement for a particular NAV error that continues for a period covering more than one NAV determination, Fund (or Class) losses and gains for the period shall be netted. 2. The Client acknowledges and agrees that although Service Provider’s services related to fair value pricing are intended to assist the Client and its Board in its obligations to price and monitor pricing of Fund investments, Service Provider is not responsible for the accuracy or appropriateness of pricing information or ...

Notes and Conditions Related to Fund Accounting Services. 1. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to errors in calculation of NAV shall be determined by reference to the Fund’s NAV Error Correction Procedures, which error correction policies may be amended from time to time pursuant to the Change Control Process. 2. The Client acknowledges and agrees that although Service Provider’s services related to fair value pricing are intended to assist the Client and its Board in its obligations to price and monitor pricing of Fund investments, Service Provider is not responsible for the accuracy or appropriateness of pricing information or methodologies, including any fair value pricing information or adjustment factors.

Notes and Conditions Related to Fund Accounting Services. 1. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to errors in calculation of NAV shall be determined by reference to the Fund’s NAV Error Correction Procedures, which error correction policies may be amended from time to time pursuant to the Change Control Process. 2. The Client acknowledges and agrees that although Service Provider’s services related to fair value pricing are intended to assist the Client and its Board in its obligations to price and monitor pricing of Fund investments, Service Provider is not responsible for the accuracy or appropriateness of pricing information or methodologies, including any fair value pricing information or adjustment factors. The Service Provider’s delivery of the Services is dependent upon: (A) The Client and its employees, agents, subcontractors and predecessor service providers (including Investment Advisors, Custodian and Intermediaries) providing information and, as applicable, Instructions to the Service Provider promptly, accurately and in agreed formats and by agreed media. (B) The Client and its employees, agents, subcontractors and predecessor service providers cooperating where reasonably required with the Service Provider. (C) The communications systems operated by the Client and third parties (other than Administrative Support Providers) in respect of activities that interface with the Services remaining fully operational. (D) The authority, accuracy, truth and completeness of any information or data provided by the Client and its employees, agents, subcontractors and predecessor service providers (including Investment Advisors, Custodian and Intermediaries) that is reasonably requested by the Service Provider or is otherwise provided to the Service Provider by Persons for whom the Service Provider is not responsible under the Agreement. (E) The Client and its employees, agents, subcontractors and predecessor service providers (including Investment Advisors, Custodian and Intermediaries) providing the Service Provider with any reasonable assistance and cooperation requested by the Service Provider in connection with the management and resolution of discrepancies requiring escalation between the Parties. (F) The Client informing the Service Provider on a timely basis of any modification to, or replacement of, any agreement to which it is a party that is relevant to the provision of the Services. (G) The Client and any third parties that are not t...

Notes and Conditions Related to Fund Accounting Services. I. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider's liability with respect to NAV Differences (as defined below) shall be as follows: (a) During each NAV Error Period (as defined below) resulting from a NAV Difference that is at least $0.01 but that is less than 1/2 of 1%, Service Provider shall reimburse each applicable Fund for any net losses to the Fund; and (b) During each NAV Error Period resulting from a NAV Difference that is at least 1/2 of 1%, Service Provider shall reimburse each applicable Fund on its own behalf and on behalf of each shareholder of such Fund for any losses experienced by the Fund or any Fund shareholder, as applicable; provided, that Service Provider's reimbursement responsibility shall not exceed the lesser of (i) the net loss that the Fund incurs or (ii) the costs to the Fund of reprocessing the shareholder transactions during the NAV Error Period; provided, further, however, that Service Provider shall not be responsible for reimbursing reprocessing costs with respect to any shareholder that experiences an aggregate loss during any NAV Error Period of less than $25.

Notes and Conditions Related to Fund Accounting Services. 1. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV errors shall be determined in accordance with the Investment Company Institute (“ICI”) policy on NAV errors, as that policy may be revised in the future.

Notes and Conditions Related to Fund Accounting Services. 1. The Client acknowledges and agrees that although Service Provider’s services related to fair value pricing are intended to assist the Client and its Board in its obligations to price and monitor pricing of Fund investments, Service Provider is not responsible for the accuracy or appropriateness of pricing information or methodologies, including any fair value pricing information or adjustment factors other than as set forth in clause 2(E)(ii) of the Agreement.

Notes and Conditions Related to Fund Accounting Services. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV errors shall be determined in accordance with the Investment Company Institute (“ICI”) policy on NAV errors, as that policy may be revised in the future. 1. MUTUAL FUNDS FEES: The Client shall pay Service Provider an asset based fee as follows: First $50 Billion in aggregate net assets of all Mutual Funds 1.10 bps Next $50 Billion in aggregate net assets of all Mutual Funds 1.00 bps Next $25 Billion in aggregate net assets of all Mutual Funds 0.85 bps All assets above $125 Billion in aggregate net assets of all Mutual Funds 0.65 bps 2. EXCHANGE TRADED FUNDS FEES (ETFs): The Client shall pay Service Provider an asset based fee as follows: First $1.0 Billion in aggregate net assets of all ETFs 2.75 bps Next $4.0 Billion in aggregate net assets of all ETFs 2.25 bps Above $5.0 Billion in aggregate net assets of all ETFs 2.00 bps Index Receipt Agent Fee (per fund, per annum) $3,000 3. FORM N-PORT – Applies to Mutual Funds and ETFs Tier 1 All Fund of Funds and Equity Funds holding < 50 securities $11,500 Tier 2 Fixed Income Funds* holding 0-510 securities and Equity Funds holding 50-510 securities $14,000 Tier 3 All Fixed Income and Equity Funds holding > 510 securities $18,000 Sleeve Fee: An additional fee will apply per sleeve $1,000 *Fixed Income Funds are currently defined in accordance with applicable regulation stating Fixed Income Funds are those which hold 25% of total net assets in fixed income securities. Note: Each Fund will be designated as a specific “tier” upon the commencement of the N-PORT filing service. An annual review will be performed to certify the appropriate classifications are applied for the subsequent 12 month period. The annual review will occur at the end of each calendar year and be effective on the first of January each year. Any Fund launches will be reviewed at inception to ensure the appropriate “tier” is applied to the new Fund. 4. LIQUIDITY RISK MANAGEMENT Tier 1 Tier 2 All Fund of Fund and In-Kind ETFs All Funds holding < 50 securities $1,000 $2,000 Tier 3 All Funds holding 50-499 securities $3,000 Tier 4 All Funds holding > 500 securities $4,000 Note: Each Fund will be designated as a specific “tier” upon the commencement of the Liquidity Risk Management service. An annual review will be performed to certify the appropriate classifications are applied for the subsequent 12 month period. The annual review will occu...

Notes and Conditions Related to Fund Accounting Services. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV errors shall be determined in accordance with the Investment Company Institute (“ICI”) policy on NAV errors, as that policy may be revised in the future. The Client shall pay the Service Provider on the first business day of each month, or at such time(s) as the Service Provider shall request and the parties agree to the following fees for the services provided under this Agreement at the annual rates set forth below. The fees are accrued daily and paid monthly. The Service Provider shall receive $25,000 for fund accounting services. The Client shall pay Service Provider an asset based fee as follows: First $100 Million in aggregate net assets 3.00 bps Above $100 Million in aggregate net assets 2.00 bps The foregoing fees are subject to an annual minimum fee of $25,000 Tier 1 All Fund of Funds and Equity Funds holding < 50 securities $ 11,500 Tier 2 Fixed Income Funds* holding 0-510 securities and Equity Funds holding 50-510 securities $ 14,000 Tier 3 All Fixed Income and Equity Funds holding > 510 securities $ 18,000 Sleeve Fee: An additional fee will apply per sleeve $ 1,000 *Fixed Income Funds are currently defined in accordance with applicable regulation stating Fixed Income Funds are those which hold 25% of total net assets in fixed income securities. Note: The Fund will be designated as a specific “tier” upon the commencement of the N-PORT filing service. An annual review will be performed to certify the appropriate classifications are applied for the subsequent 12 month period. The annual review will occur at the end of each calendar year and be effective on the first of January each year. Any new fund launches will be reviewed at inception to ensure the appropriate “tier” is applied to the new fund.

Notes and Conditions Related to Fund Accounting Services. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV Differences (as defined below) shall be as follows:

Notes and Conditions Related to Fund Accounting Services. 1. Subject to the provisions of Sections 2 and 6 of the Agreement, Service Provider’s liability with respect to NAV errors shall be determined in accordance with the Investment Company Institute (“ICI”) policy on NAV errors, as that policy may be revised in the future. 1. Service Provider will provide the following services to assist the Client in connection with its obligations under Rule 38a-1 of the 1940 Act (“Rule 38a-1”): (a) Perform risk-based testing and an annual assessment of the compliance procedures of the Service Provider (i.e. sub-fund accounting and sub-administration) that provides services for the Client. (b) Provide information reasonably requested by the Chief Compliance Officer(s) for the Funds listed in Schedule 6 to the Services Agreement (the “Funds CCO”) in connection with the Funds Board(s)’ determination regarding the adequacy and effectiveness of the compliance procedures described in 1. (a) above. (c) Provide reports to the Funds CCO regarding the risk-based testing and annual assessment described in 1. (a) above. (d) Maintain the following records for the Funds as required by Rule 38a-1 for five years, the first two years in an easily accessible place, regarding: (i) Service Provider’s 38a-1 compliance program that are in effect, or at any time within the past five years were in effect; (ii) copies of materials provided to the Funds CCO in connection with the services provided in 1.(a)-(c) above and (iii) copies of material changes to Service Provider’s 38a-1 compliance program. (e) Assist in the development of policies and procedures of the Funds listed in Schedule 6 to the Services Agreement with respect to services provided by Service Provider, as reasonably requested by the Funds CCO. 2. Service Provider will provide the following additional services to assist the Client in connection with its obligations under Rule 38a-1 of the 1940 Act: (a) Perform risk-based testing and an annual assessment of the compliance procedures of the transfer agent, sub-transfer agent and Victory Capital Advisers, Inc. as distributor to the Funds listed in Schedule 6 to the Services Agreement (“Other Service Providers”). (b) Provide information reasonably requested by the Chief Compliance Officer in connection with the Funds Boards’ determination regarding the adequacy and effectiveness of the compliance procedures described in 2. (a) above. (c) Provide reports to the Funds CCO regarding the risk-based testing and annual assessment described in 2...