TABLE OF CONTENTSPage. Article A Terms of Appointment/Duties of Price Associates 1 Article B Fees and Expenses 3 Article C Representations and Warranties of Price Associates 4 Article D Representations and Warranties of the Fund 4 Article E Ownership of Software and Related Material 5 Article F Quality Service Standards 5 Article G Standard of Care/Indemnification 5 Article H Dual Interests 7 Article I Documentation 8 Article J Recordkeeping/Confidentiality 8 Article K Compliance with Governmental Rules and Regulations 8 Article L Term and Termination of Agreement 9 Article M Notice 9 Article N Assignment 9 Article O Amendment/Interpretive Provisions 10 Article P Further Assurances 10 Article Q Maryland Law to Apply 10 Article R Merger of Agreement 10 Article S Counterparts 10 Article T The Parties 11 Article U Directors, Trustee and Shareholders and Massachusetts Business Trust 11 Article V Captions 12 i AGREEMENT made as of thefirstday of January, 2005, by and between X. XXXX PRICE ASSOCIATES, INC., a Maryland corporation having its principal office and place of business at 000 Xxxx Xxxxx Xxxxxx, Baltimore, Maryland 21202 ("Price Associates"), and each Fund which is listed on AppendixA (as such Appendix may be amended from time to time) and which evidences its agreement to be bound hereby by executing a copy of this Agreement (each such Fund individually hereinafter referred to as "the Fund", whose definition may be found in ArticleT);
TABLE OF CONTENTSPage. ARTICLE 1 INCORPORATION OF THE BACKGROUND STATEMENT; CERTAIN DEFINITIONS 2 ARTICLE 2 ORGANIZATIONAL MATTERS 11 ARTICLE 3 COMPANY CAPITAL AND STATUS OF MEMBERS 12 ARTICLE 4 DISTRIBUTIONS TO MEMBERS; REDEMPTION OF PREFERRED EQUITY INVESTMENT 15
