FPA FUND DISTRIBUTORS, INC.
00000 XXXX XXXXXXX XXXXXXXXXx XXXXX 0000x XXX XXXXXXX, XXXXXXXXXX 00000
(000) 000-0000
SELLING GROUP AGREEMENT FOR FPA FUNDS
Gentlemen:
As the general distributor and agent for FPA Funds (hereinafter
referred to as the "Fund" or collectively as the "Funds"), we invite you to
become a member of the Selling Group to distribute the shares of the funds on
the following terms:
1. Orders for shares received from you and accepted by us will only
be at the public offering price applicable to each order as established by
and determined in accordance with the then effective Prospectus of the Funds.
All orders are subject to acceptance by us and both we and the Funds reserve
the right in our sole discretion to reject any order. The Funds also receive
the right to withhold or withdraw shares from sale temporarily or
permanently. The minimum purchase is as expressed in the applicable current
prospectus and no order for less than such amount will be accepted.
2. As members of the Selling Group, you will be allowed a discount
from the regular offering price in accordance with the Commission Schedule in
effect at the time of the order. The Commission Schedule may be amended from
time to time in our sole discretion. A description of the current Commission
Schedule and policies is attached hereto and is effective as of the date
hereof. In the event the Commission Schedule and policies are amended, we
will promptly notify you of the change.
3. The Funds encourage reinvestment of dividends and capital gain
distributions without sales charge, and no commission or compensation shall be
paid to you on account of any such reinvestment.
4. If any shares are repurchased by the Funds or by us, or are
tendered for redemption within seven business days after confirmation by us
of the original purchase order from you for such securities, you shall
forthwith refund to us (or forfeit) the full concession allowed to you on the
original sale, which (when received) is to be paid forthwith by us to the
Funds with our share of the sales charge on the original sale by us. We will
notify you of such repurchase or redemption within ten days of the date on
which a request for redemption or certificates for such securities are
delivered to us or the Funds.
5. We reserve the right to cancel this Agreement at any time,
without notice, if any shares are offered for sale by you at less than the
regular offering price as determined by or for the Funds.
6. We generally are authorized on behalf of the Funds to repurchase
from you shares of the Funds offered by your customers for repurchase. Orders
for such repurchase price are determined in the manner described in the then
effective Prospectus for the Funds.
7. We will be pleased to furnish you, without charge, reasonable
quantities of the prospectuses, shareholders reports, application forms and
other sales material or supplemental literature issued or prepared by us or the
Funds from time to time.
8. As a member of the Selling group, you act as principal and are not
employed by us as broker, agent or employee; you are not authorized to act for
us nor to make any representations in our behalf; and in purchasing or selling
shares hereunder, you are entitled to rely only upon the information contained
in the then current prospectuses of the Funds. You shall forward to whom any
offer or sale of shares of the Funds is made, at or prior to the time of such
offer or sale, a copy of the then current prospectus with respect to such
shares. In the offer and sale of shares of the Funds you shall not use any
prospectus or supplemental literature not approved in writing by the Funds or
the Distributor. No person is authorized to make any representations concerning
shares of the Funds except those contained in the current prospectus of the
Funds as amended or supplemented. You also agree that every effort shall be made
by you to place orders on an investment basis.
9. Shares purchased shall be delivered or deposited by the Funds only
against receipt by the Funds of the purchase price in collected clearing house
funds, as specified from time to time by the Funds, subject to deduction for
your discount and our commission on such sale. If payment for the shares
purchased is not received
within three days after confirmation of your order, the sale may be cancelled
forthwith by us or the Funds, without any responsibility or liability on our
part or on the part of the Funds. At our option, we may sell the shares ordered
back to the Funds, in which case we may hold you responsible for any loss,
including loss of profit suffered by us, resulting from your failure to make
payment as aforesaid.
10. We shall have no responsibility for the qualification of shares
for sale under the laws regulating the sale of securities in any
jurisdiction, and shall not in any event be liable or responsible (except for
liabilities arising under the Securities Act of 1933) for the issue, form,
validity, enforceability or value of shares, nor for any matter in connection
therewith. No obligation not expressly assumed by us in this Agreement shall
be implied therefrom. You agree to sell shares of the Funds only in states in
which you are authorized to sell such shares and in which such shares are
qualified for sale.
11. Each party to this Agreement represents that it is (an will
continue to be during the life of the Agreement) a member in good standing of
the National Association of Securities Dealers, Inc., and agrees to abide by the
Rules of Fair Practice of the Association. This Agreement shall be construed to
include among its terms each of the provisions required by Section 26 of the
said Rules of Fair Practice to be set forth in a sales agreement, and each party
agrees to be bound by such provisions. You also represent that you are a
properly registered or licensed broker or dealer under applicable federal and
state securities laws and regulations. You agree to notify is immediately if you
cease to be so registered or licensed or a member in good standing of the
Association.
12. Either party hereto may cancel this Agreement by written notice
to the other.
13. This agreement shall be binding upon receipt by us in Los
Angeles, California, of a duplicate copy duly accepted and signed by you, and
shall be construed in accordance with the laws of the State of California.
Dated:
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FPA FUND DISTRIBUTORS, INC.
By:
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The undersigned accepts your invitation to become a member of the
Selling Group and agrees to abide by the foregoing terms and conditions. The
undersigned acknowledges receipt of prospectuses for use in connection with this
offering.
Dated:
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(Dealer)
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By (Signature)
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Print Name
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Title
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Address
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Phone ( )
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CRD#
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Please return signed copies to:
FPA FUND DISTRIBUTORS, INC.
Mutual Fund Administration
11400 Xxxx Xxxxxxx Xxxxxxxxx, Xxxxx 0000
Xxx Xxxxxxx, Xxxxxxxxxx 00000
