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EXHIBIT 99.B9-2
Fee Letter Regarding
Transfer Agency
Services Fees
June, 1997
THE HAVEN CAPITAL MANAGEMENT TRUST
Re: Transfer Agency Services Fees
Dear Sir/Madam:
This letter constitutes our agreement with respect to compensation to be
paid to PFPC Inc. ("PFPC") under the terms of a Transfer Agency Agreement
between The Haven Capital Management Trust ("you" or the "Fund") and PFPC dated
June 17, 1994. Pursuant to Paragraph 11 of that Agreement, and in consideration
of the services to be provided to you, you will pay PFPC certain fees, and
reimburse PPC for certain out-of-pocket expenses, as follows:
1) Account Fee:
Annual, Semi-Annual Dividend: $10.00 per account per annum
Quarterly Dividend: $12.00 per account per annum
Monthly Dividend: $15.00 per account per annum
Daily Accrual Dividend: $18.00 per account per annum
Inactive Account: $.03 per account per annum
Contingent deferred sales charge funds add 12% to annual per account fee.
Fees shall be calculated and paid monthly based on one-twelfth (1/12th) of
the annual fee. An inactive account is defined as having a zero balance
with no dividend payable. Inactive accounts are purged annually after
year-end tax reporting.
2) Transaction Charges:
Master/Omnibus Account: $1.00 per purchase/redemption
Wire order desk: $4.00 per broker call to place transactions
New Account Opening: $.40 per account (electronic interface)
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$4.00 per account beginning in June 1997
(paper)
$4.50 per account beginning in June 1998
(paper)
$5.00 per account beginning in June 1999
(paper)
Checkwriting: $1.85 per account per year
$.50 per check (returned)
$.10 per check (not returned)
12b-1 Calculation: $.25 per account per calculation
3) Fundserv/Networking:
PNC System Access Charges(1):
NSCC FundSERV
Membership Fee: $1,000.00 one time setup charge per
fund family
Transaction Fees: $.25 per transaction per month
NSCC Networking
Membership Fee: $ 500.00 one time setup charge per
fund family
Sub-Account Fee: No charge
Position File Fee: No charge
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1. Plus: out-of-pocket expenses for settlements; wire charges; NSCC pickup
charges; hardware, CRT's modems; line (if required); etc.
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Commission Settlement
Membership Fee: $ 500.00 one time setup charge per
fund family
Processing Fee: No charge
Mutual Fund Profile (Phase I)
Base Fee: $ 125.00 one time setup charge per
fund family
Ongoing Fee: $ 10.00 per month per fund/class
$ 100.00 maximum per fund family
per month
Note: NSCC will deduct its monthly fee on the 15th of each month from PNC's cash
settlement that day. PNC will include these charges on its next bill as
out-of-pocket expenses.
4) Additional Out-of-Pocket Expenses
a. Toll-free lines (if required)
b. Forms, envelopes, checks, checkbooks
c. Postage (bulk, pre-sort, first-class current prevailing rates)
d. Federal Express, delivery, courier services, mailgrams
e. Hardware/phone lines for data transmissions and remote terminal(s)
(if required)
f. Data transmissions: $10.00 per transmission, per end point
beginning June 1997
$15.00 per transmission, per end point
beginning June 1998
$20.00 per transmission, per end point
beginning June 1999
g. Microfiche/microfilm
h. Wire fee for receipt: $10.00 per domestic wire
$15.00 per internat'l wire
Wire fee for disbursement: $15.00 per domestic wire
$15.00 per internat'l wire
i. ACH Transaction Charge: $.08 per item
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j. Mailing fee: Approximately $.08 per item for standard inserts; $.015
each additional insert
k. Cost of proxy solicitation, mailing and tabulation:
$350.00 base fee
$ .03 per proxy issued (5,000 accounts
and up)
$ .45 per proxy issues (less than 5,000
accounts)
$100.00 plus travel expenses for judge of
elections
Postage and Federal Express charges as
incurred
l. Certificate issuance fee: $2.00 per certificate; any additional
reports/services to be negotiated
m. Audio Response System (if applicable)
n. Record retention storage
o. "B"/"C" notice mailing and IRS levies: $3.00 per item
p. Locating lost shareholders in anticipation of escheating:
$7.50 per name
q. Individual state fax filings
r. Development/programming costs: negotiated time and material
s. Consolidated statements: $200.00 setup plus $.20 per page, per
production
t. Sales tracking system interfaces: negotiated time and expenses
u. Fulfillment
v. Creation of user tapes: $100 per occurrence
w. Labels: $.06 each; $100 minimum
x. Reruns for bad price, dividend factors, etc.: time and material cost
y. Ad hoc reports: Standard $.01 per record processed plus
$100.00 set up fee; same day turnaround additional $100.00 set up fee
z. Retroactive record dates: $100.00 plus $.025 per account
aa. Class "B" to "A" aging exchanges: $100.00 per run; plus $.40 per
account
bb. PC fax: $5.00 per fax
cc. Conversion expenses (to be determined)
dd. Disaster recovery (as incurred)
ee. Travel expenses as required
ff. Training expenses as required ($75.00 per hour)
gg. Other services (must be defined and then quoted)
401K Administrator Interfaces: $20.00 per
transmission, plus a processing fee
SEPS/SARSEPS: $35.00 per activity, plus $.50 per
electronic item or $2.50 per paper item processed
Payroll Contribution Plans: $35.00 per activity, plus $.50
per electronic item or $2.50 per paper item processed
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* Any fee or out-of-pocket expenses not paid within 30 days of the date of the
original invoice will be charged a late payment fee of 1% per month until
payment of the fees are received by PFPC.
5) Additional Expenses (Which May be Paid by Shareholders):
a. IRA/Xxxxxx Processing: $10.00 per account per annum
5.50 new account set-up fee
2.50 per distribution
25.00 per transfer in or out
b. Exchange Fee: $ 5.00
c. Stop payments: $12.50 each
Non-Sufficient Funds: $15.00 each
Check Copies: $ 2.50 each
d. Account Transcripts: $35.00 each
(within 3 most recent years)
(if older than 3 years) $50.00 each
e. Returned purchase checks: $20.00 each
f. Lost certificate bonding: $35.00 service charge and replacement
value charged by the insurance company
at the prevailing rate
g. Federal Express charges: $15.00
(if requested by shareholder)
h. Wire fee for disbursement: $15.00 domestic
(if requested by shareholder) $15.00 international
6) Monthly Minimum Fee:
$3,000 with respect to each of the first two Portfolios or classes of
shares, excluding transaction charges and out-of-pocket expenses; and
$2,500 for each Portfolio or class of shares created thereafter, excluding
transaction charges and out-of-pocket expenses.
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If PPC is removed from the Transfer Agency Agreement referenced above, the
Fund shall pay any costs associated with deconversion.
The fee for the period from the date hereof until the end of the year
shall be prorated according to the proportion which such period bears to the
full annual period.
If the foregoing accurately sets forth out agreement and you intend to be
legally bound thereby, please execute a copy of this letter and return it to us.
Very truly yours,
PPFC INC.
By:
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Title:
ACCEPTED: THE HAVEN CAPITAL MANAGEMENT TRUST
By:
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Title:
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