Exhibit (h)(2)
Agreement between Money Management Associates and Rushmore Services, Inc.
AGREEMENT
This Agreement by and between Money Management Associates, a
District of Columbia limited partnership located at Palm Beach
Gardens, Florida ("MMA") and Rushmore Services, Inc., a Maryland
corporation located at 0000 Xxxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000
("RSI"). This Agreement is made and entered into on the 1st day of
October 1994.
WITNESSETH
WHEREAS MMA provides investment advisory services to mutual funds;
those mutual funds currently being advised by MMA are: Fund for Tax-
Free Investors, Inc., The Rushmore Fund, Inc., Fund for Government
Investors, and American Gas Index Fund, Inc.; MMA provides
administrative services to the Xxxxxxxxx-Xxxxxxxx Trust (collectively
the "Mutual Funds"); and
WHEREAS RSI provides administrative services to MMA in connection
with its management, promotion and distribution of Mutual Funds; and
IT IS the purpose of this Agreement to clearly define the
obligations of each of the parties hereto with respect to services
rendered by RSI.
NOW THEREFORE in consideration of the mutual promises herein
exchanged the parties agree as follows:
1. RSI shall provide the administrative services as set forth
above to MMA. It shall also execute trades and monitor portfolios for
the Mutual Funds. It shall maintain MMA records in Bethesda, Maryland
at its offices and assemble, prepare and file required reports with
the Securities and Exchange Commission and the Office of Thrift
Supervision.
2. MMA shall pay a monthly service fee to RSI of $82,350.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be one year beginning on the
1st day of January, 1995. This Agreement shall be automatically
renewed between the parties on an annual basis unless within thirty
(30) days of an annual termination date notice is given by one party
or the other of its intention not to renew.
4. The monthly fee, however, shall be renegotiable annually
between the parties. In the event that the parties cannot come to an
agreement on the amount of the monthly fee thirty (30) days in advance
of the termination of the current annual contract, such failure to
agree shall constitute a termination notice of the contract.
5. Any dispute or disagreement arising between MMA and RSI in
conjunction with any provision of this Agreement, or the compliance or
non-compliance therewith, which is not settled within thirty (30) days
(or such period as may be mutually agreed upon) from the date that
either party informs the other in writing that such dispute or
disagreement exists, shall be settled by arbitration in accordance
with rules set by a three member panel, one member each selected by
MMA and RSI and the third being an attorney selected by mutual
agreement of MMA and RSI, with all charges submitted by said attorney
to be shared equally by MMA and RSI. The decision of the panel shall
be by majority vote and final and not subject to judicial review, and
judgment may be entered thereon in accordance with applicable law in
any court having jurisdiction thereof.
6. All notices, demands and other communications required or
permitted to be given hereunder shall be made in writing and shall be
deemed to be duly given if personally delivered or if deposited in the
United States mail, registered or certified mail, with postage
prepaid, and addressed to the appropriate party at the address set
forth below, or at such other address as the parties may designate in
writing delivered in accordance with the provisions of this paragraph.
If to MMA:
Money Management Associates
X.X. Xxx 00000
Xxxx Xxxxx Xxxxxxx, Xxxxxxx 00000
Attention: Xxxxxx X. X'Xxxxxx
If to RSI:
Rushmore Services, Inc.
0000 Xxxxxxxx Xxxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxx X. X'Xxxxxx
7. This Agreement is intended by the parties as a full expression
of their agreement with respect to the subject matter hereof and a
complete and exclusive statement of the terms thereof. No course of
prior dealings between the parties and no usage of trade shall be
relevant or admissible to supplement, explain, or vary any of the
terms of this Agreement. Acceptance of, or acquiescence in, a course
of performance rendered under this Agreement shall not be relevant or
admissible to vary the terms and meaning of this Agreement, even
though the accepting or acquiescing party has knowledge of the nature
of the performance and the opportunity to make objection. No
representations, undertakings, or agreements have been made or relied
upon in the making of this Agreement other than those specifically set
forth herein.
8. This Agreement shall be governed by and construed in accordance
with the laws of the State of Maryland and shall be binding upon and
shall inure to the benefit of the parties hereto.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as
of the date first above written.
WITNESS: MONEY MANAGEMENT ASSOCIATES:
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
AMENDMENT
TO
AGREEMENT BETWEEN
MONEY MANAGEMENT ASSOCIATES
AND
RUSHMORE SERVICES, INC.
The following amendment is hereby made to the Agreement dated
October 1, 1994 between Money Management Associates and Rushmore
Services, Inc. The following paragraphs shall replace in their
entirety paragraphs (2) and (3) of the original Agreement:
2. MMA shall pay a monthly service fee to RSI of $63,500.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be one year beginning on the
1st day of January, 1996. This Agreement shall be automatically
renewed between the parties on an annual basis unless within thirty
(30) days of an annual termination date notice is given by one party
or the other of its intention not to renew.
WITNESS: MONEY MANAGEMENT ASSOCIATES
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
December 24, 1995
AMENDMENT
TO
AGREEMENT BETWEEN
MONEY MANAGEMENT ASSOCIATES
AND
RUSHMORE SERVICES, INC.
The following amendment is hereby made to the Agreement dated
October 1, 1994 between Money Management Associates and Rushmore
Services, Inc. The following paragraphs shall replace in their
entirety paragraphs (2) and (3) of the amended Agreement:
2. MMA shall pay a monthly service fee to RSI of $56,000.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be one year beginning on the
1st day of January, 1997. This Agreement shall be automatically
renewed between the parties on an annual basis unless within thirty
(30) days of an annual termination date notice is given by one party
or the other of its intention not to renew.
WITNESS: MONEY MANAGEMENT ASSOCIATES
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
December 23, 1996
AMENDMENT
TO
AGREEMENT BETWEEN
MONEY MANAGEMENT ASSOCIATES
AND
RUSHMORE SERVICES, INC.
The following amendment is hereby made to the Agreement dated
October 1, 1994 between Money Management Associates and Rushmore
Services, Inc. The following paragraphs shall replace in their
entirety paragraphs (2) and (3) of the amended Agreement:
2. MMA shall pay a monthly service fee to RSI of $75,000.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be six months beginning on the
1st day of July, 1997. This Agreement shall be automatically renewed
between the parties on an annual basis unless within thirty (30) days
of an annual termination date notice is given by one party or the
other of its intention not to renew.
WITNESS: MONEY MANAGEMENT ASSOCIATES
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
June 30, 1997
AMENDMENT
TO
AGREEMENT BETWEEN
MONEY MANAGEMENT ASSOCIATES
AND
RUSHMORE SERVICES, INC.
The following amendment is hereby made to the Agreement dated
October 1, 1994 between Money Management Associates and Rushmore
Services, Inc. The following paragraphs shall replace in their
entirety paragraphs (2) and (3) of the amended Agreement:
2. MMA shall pay a monthly service fee to RSI of $60,000.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be one year beginning on the
1st day of January, 1998. This Agreement shall be automatically
renewed between the parties on an annual basis unless within thirty
(30) days of an annual termination date notice is given by one party
or the other of its intention not to renew.
WITNESS: MONEY MANAGEMENT ASSOCIATES
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
December 31, 1997
AMENDMENT
TO
AGREEMENT BETWEEN
MONEY MANAGEMENT ASSOCIATES
AND
RUSHMORE SERVICES, INC.
The following amendment is hereby made to the Agreement dated
October 1, 1994 between Money Management Associates and Rushmore
Services, Inc. The following paragraphs shall replace in their
entirety paragraphs (2) and (3) of the amended Agreement:
2. MMA shall pay a monthly service fee to RSI of $70,000.00 which
is intended to compensate RSI for management of the Mutual Funds,
salary, rental expense, and profit. Additional expenses which are
reimbursable include, but are not limited to, advertising, promotion,
distribution, professional fees, telephone, postage and travel
expense. The monthly service fee shall be paid at the beginning of
each month and the reimbursement shall be paid as billed monthly.
Payments will be first allocated to the service fee and then to
reimbursement.
3. The term of this Agreement shall be one year beginning on the
1st day of January, 1999. This Agreement shall be automatically
renewed between the parties on an annual basis unless within thirty
(30) days of an annual termination date notice is given by one party
or the other of its intention not to renew.
WITNESS: MONEY MANAGEMENT ASSOCIATES
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
General Partner
WITNESS: RUSHMORE SERVICES, INC.
/s/ Xxxxxxxxx X. Xxxxx /s/ Xxxxxx X. X'Xxxxxx
By: Xxxxxxxxx X. Xxxxx By: Xxxxxx X. X'Xxxxxx
Vice President, Secretary
December 31, 1998
