Operating Services. The Company hereby appoints Manager, and Manager hereby accepts such appointment, to provide, or, upon receipt of written approval of the Company arrange for other companies to provide, the following services to the Portfolio in the manner and to the extent that such services are reasonably necessary for the operation of the Portfolio (collectively, the “Operating Services” and together with Investment Advisory Services, the “Services”): (1) accounting services and functions, including costs and expenses of any independent public accountants; (2) non-litigation related legal and compliance services, including the expenses of maintaining registration and qualification of the Company and the Portfolio under federal, state and any other applicable laws and regulations; (3) dividend disbursing agent, dividend reinvestment agent, transfer agent, and registrar services and functions (including answering inquiries related to shareholder Portfolio accounts); (4) custodian and depository services and functions; (5) distribution, marketing, and/or underwriting services; (6) independent pricing services; (7) preparation of reports describing the operations of the Portfolio, including the costs of providing such reports to broker-dealers, financial institutions and other organizations which render services and assistance in connection with the distribution of shares of the Portfolio; (8) sub-accounting and recordkeeping services and functions (other than those books and records required to be maintained by Manager under Paragraph 1(A) above), including maintenance of shareholder records and shareholder information concerning the status of their Portfolio accounts by investment advisors, broker-dealers, financial institutions, and other organizations on behalf of Manager; (9) shareholder and board of directors communication services, including the costs of preparing, printing and distributing notices of shareholders’ meetings, proxy statements, prospectuses, statements of additional information, Portfolio reports, and other communications to the Portfolio’s shareholders, as well as all expenses of shareholders’ and board of directors’ meetings, including the compensation and reimbursable expenses of the directors of the Company; (10) other day-to-day administrative services, including the costs of designing, printing, and issuing certificates representing shares of the Portfolio, and premiums for the fidelity bond maintained by the Company for the Portfolio pursuant to Section 17(g) of the Act and rules promulgated thereunder (except for such premiums as may be allocated to third parties, as insureds thereunder); and (11) a call center in order to respond to information and transaction requests from existing and potential shareholders of the Portfolio. Manager’s obligation to provide any of the Operating Services directly to the Portfolio is subject to Manager’s legal qualification to provide such Operating Service to registered, open-end management investment companies, and nothing herein shall require Manager to register with the Securities and Exchange Commission or any state regulator in order to perform such Operating Service directly. Manager shall not make payments for Portfolio distribution and marketing services, which shall include payments in connection with the Operating Services set forth in Paragraph 1(B)(5) above and may include payments in connection with the Operating Services set forth in Paragraph 1(B)(11) above, from the compensation Manager receives pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Management Agreement (Fairholme Funds Inc)
Operating Services. The Company Fund hereby appoints Manager, and retains Manager hereby accepts such appointment, to provide, or, upon receipt of written approval of the Company Fund arrange for other companies to provide, the following services to the Portfolio in the manner and to the extent that such services are reasonably necessary for the operation of the Portfolio (collectively, the “Operating Services” and together with Investment Advisory Services, the “Services”):
(1) accounting services and functions, including costs and expenses of any independent public accountants;
(2) non-litigation related legal and compliance services, including the expenses of maintaining registration and qualification of the Company Fund and the Portfolio under federal, state and any other applicable laws and regulations;
(3) dividend disbursing agent, dividend reinvestment agent, transfer agent, and registrar services and functions (including answering inquiries related to shareholder Portfolio accounts);
(4) custodian and depository services and functions;
(5) distribution, marketing, and/or underwriting services;
(6) independent pricing services;
(7) preparation of reports describing the operations of the Portfolio, including the costs of providing such reports to broker-dealers, financial institutions and other organizations which render services and assistance in connection with the distribution of shares of the Portfolio;
(8) sub-accounting and recordkeeping services and functions (other than those books and records required to be maintained by Manager under Paragraph 1(A) above), including maintenance of shareholder records and shareholder information concerning the status of their Portfolio accounts by investment advisors, broker-dealers, financial institutions, and other organizations on behalf of Manager;
(9) shareholder and board of directors communication services, including the costs of preparing, printing and distributing notices of shareholders’ meetings, proxy statements, prospectuses, statements of additional information, Portfolio reports, and other communications to the PortfolioFund’s Portfolio shareholders, as well as all expenses of shareholders’ and board of directors’ meetings, including the compensation and reimbursable expenses of the directors of the CompanyFund;
(10) other day-to-day administrative services, including the costs of designing, printing, and issuing certificates representing shares of the Portfolio, and premiums for the fidelity bond maintained by the Company for the Portfolio Fund pursuant to Section 17(g) of the Act and rules promulgated thereunder (except for such premiums as may be allocated to third parties, as insureds thereunder); and
(11) a call center in order to respond to information and transaction requests from existing and potential shareholders of the Portfolio. Manager’s obligation to provide any of the Operating Services directly to the Portfolio is subject to Manager’s legal qualification to provide such Operating Service to registered, open-end management investment companies, and nothing herein shall require Manager to register with the Securities and Exchange Commission or any state regulator in order to perform such Operating Service directly. Manager shall not make payments for Portfolio distribution and marketing services, which shall include payments in connection with the Operating Services set forth in Paragraph 1(B)(5) above and may include payments in connection with the Operating Services set forth in Paragraph 1(B)(11) above, from the compensation Manager receives pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Management Agreement (Fairholme Funds Inc)
Operating Services. The Company hereby appoints Manager, and Manager hereby accepts such appointment, to provide, or, upon receipt of written approval of the Company arrange for other companies to provide, the following services to the Portfolio in the manner and to the extent that such services are reasonably necessary for the operation of the Portfolio (collectively, the “"Operating Services” " and together with Investment Advisory Services, the “"Services”"):
(1) accounting services and functions, including costs and expenses of any independent public accountants;
(2) non-litigation related legal and compliance services, including the expenses of maintaining registration and qualification of the Company and the Portfolio under federal, state and any other applicable laws and regulations;
(3) dividend disbursing agent, dividend reinvestment agent, transfer agent, and registrar services and functions (including answering inquiries related to shareholder Portfolio accounts);
(4) custodian and depository services and functions;
(5) distribution, marketing, and/or underwriting services;
(6) independent pricing services;
(7) preparation of reports describing the operations of the Portfolio, including the costs of providing such reports to broker-dealers, financial institutions and other organizations which render services and assistance in connection with the distribution of shares of the Portfolio;
(8) sub-accounting and recordkeeping services and functions (other than those books and records required to be maintained by Manager under Paragraph 1(A) above), including maintenance of shareholder records and shareholder information concerning the status of their Portfolio accounts by investment advisors, broker-dealers, financial institutions, and other organizations on behalf of Manager;
(9) shareholder and board of directors communication services, including the costs of preparing, printing and distributing notices of shareholders’ ' meetings, proxy statements, prospectuses, statements of additional information, Portfolio reports, and other communications to the Portfolio’s 's shareholders, as well as all expenses of shareholders’ ' and board of directors’ ' meetings, including the compensation and reimbursable expenses of the directors of the Company;
(10) other day-to-day administrative services, including the costs of designing, printing, and issuing certificates representing shares of the Portfolio, and premiums for the fidelity bond maintained by the Company for the Portfolio pursuant to Section 17(g) of the Act and rules promulgated thereunder (except for such premiums as may be allocated to third parties, as insureds thereunder); and
(11) a call center in order to respond to information and transaction requests from existing and potential shareholders of the Portfolio. Manager’s 's obligation to provide any of the Operating Services directly to the Portfolio is subject to Manager’s 's legal qualification to provide such Operating Service to registered, open-end management investment companies, and nothing herein shall require Manager to register with the Securities and Exchange Commission or any state regulator in order to perform such Operating Service directly. Manager shall not make payments for Portfolio distribution and marketing services, which shall include payments in connection with the Operating Services set forth in Paragraph 1(B)(5) above and may include payments in connection with the Operating Services set forth in Paragraph 1(B)(11) above, from the compensation Manager receives pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Management Agreement (Fairholme Funds Inc)
Operating Services. The Company hereby appoints Manager, and Manager hereby accepts such appointment, to provide, or, upon receipt of written approval of the Company arrange for other companies to provide, the following services to the Portfolio in the manner and to the extent that such services are reasonably necessary for the operation of the Portfolio (collectively, the “"Operating Services” " and together with Investment Advisory Services, the “"Services”"):
(1) accounting services and functions, including costs and expenses of any independent public accountants;
(2) non-litigation related legal and compliance services, including the expenses of maintaining registration and qualification of the Company Fund and the Portfolio under federal, state and any other applicable laws and regulations;
(3) dividend disbursing agent, dividend reinvestment agent, transfer agent, and registrar services and functions (including answering inquiries related to shareholder Portfolio accounts);
(4) custodian and depository services and functions;
(5) distribution, marketing, and/or underwriting services;
(6) independent pricing services;
(7) preparation of reports describing the operations of the Portfolio, including the costs of providing such reports to broker-dealers, financial institutions and other organizations which render services and assistance in connection with the distribution of shares of the Portfolio;
(8) sub-accounting and recordkeeping services and functions (other than those books and records required to be maintained by Manager under Paragraph 1(A) above), including maintenance of shareholder records and shareholder information concerning the status of their Portfolio accounts by investment advisors, broker-dealers, financial institutions, and other organizations on behalf of Manager;
(9) shareholder and board of directors communication services, including the costs of preparing, printing and distributing notices of shareholders’ ' meetings, proxy statements, prospectuses, statements of additional information, Portfolio reports, and other communications to the Portfolio’s 's shareholders, as well as all expenses of shareholders’ ' and board of directors’ ' meetings, including the compensation and reimbursable expenses of the directors of the CompanyFund;
(10) other day-to-day administrative services, including the costs of designing, printing, and issuing certificates representing shares of the Portfolio, and premiums for the fidelity bond maintained by the Company Fund for the Portfolio pursuant to Section 17(g) of the Act and rules promulgated thereunder (except for such premiums as may be allocated to third parties, as insureds thereunder); and
(11) a call center in order to respond to information and transaction requests from existing and potential shareholders of the Portfolio. Manager’s 's obligation to provide any of the Operating Services directly to the Portfolio is subject to Manager’s 's legal qualification to provide such Operating Service to registered, open-end management investment companies, and nothing herein shall require Manager to register with the Securities and Exchange Commission or any state regulator in order to perform such Operating Service directly. Manager shall not make payments for Portfolio distribution and marketing services, which shall include payments in connection with the Operating Services set forth in Paragraph 1(B)(5) above and may include payments in connection with the Operating Services set forth in Paragraph 1(B)(11) above, from the compensation Manager receives pursuant to this Agreement.
Appears in 1 contract
Samples: Investment Management Agreement (Fairholme Funds Inc)