Exhibit h (vix) under Form N-1A
Ehhibit 10 xxxxx Item 601/Reg. S-K
AGREEMENT
for
ADMINISTRATIVE SERVICES
This AGREEMENT is made, severally and not jointly, as of November 1,
2003, by each of the investment companies listed on Exhibit A hereto,
each having its principal office and place of business at 0000 Xxxxxxxxx
Xxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000-0000 (collectively, the "Investment
Company"), and FEDERATED ADMINISTRATIVE SERVICES, a Delaware statutory
trust, having its principal office and place of business at Federated
Investors Tower, Pittsburgh, Pennsylvania 15222-3779 (the "Company").
WHEREAS, each investment company is registered as a management
investment company under the Investment Company Act of 1940, as amended
(the "1940 Act"), with authorized and issued shares of capital stock or
beneficial interest ("Shares");
WHEREAS, certain investment companies subject to this Agreement are
"series companies" as defined in Rule 18f-2 under the 1940 Act and, as
used in this Agreement, the term "Fund" refers to either (i) an
individual portfolio of such a series company or (ii) an investment
company that is not organized as a series company, and the terms "Funds"
refers to all such portfolios and investment companies, collectively; and
WHEREAS, Shares of each Fund may be subdivided into classes (each a
"Class") as provided in Rule 18f-3 under the 1940 Act;
WHEREAS, the Investment Company wishes to appoint the Company as its
administrator to provide it with Administrative Services (as herein
defined) and the Company desires to accept such appointment;
NOW THEREFORE, in consideration of the premises and mutual covenants
herein contained, and intending to be legally bound hereby, the parties
hereto agree as follows:
Article 1. Appointment.
The Investment Company hereby appoints the Company as
Administrator for the period on the terms and conditions set
forth in this Agreement. The Company hereby accepts such
appointment and agrees to furnish the services set forth in
Article 2 of this Agreement in return for the compensation set
forth in Article 5 of this Agreement.
Article 2. The Company's Duties.
As Administrator, and subject to the supervision and control
of the Investment Company's Board of Trustees/Directors (the
"Board"), the Company will provide facilities, equipment, and
personnel to carry out the following administrative services for
operation of the business and affairs of the Investment Company
and each of its Funds:
A. prepare, file, and maintain the Investment Company's
governing documents and any amendments thereto,
including the charter documents, the by-laws and minutes
of meetings of the Board, Board Committees and
Shareholders;
B. prepare and file with the Securities and Exchange
Commission (the "SEC") and the appropriate state
securities authorities: (i) the registration statements
for the Investment Company and the Investment Company's
Shares and all amendments thereto, (ii) reports to the
SEC and shareholders, (iii) prospectuses, (iv) routine
proxy statements; and (v) such other documents all as
may be necessary to enable the Investment Company to
continuously offer its shares;
C. prepare and administer contracts on behalf of the
Investment Company with, among others, the Investment
Company's investment advisers, sub-advisers, fund
accountants, custodians, transfer agents and
distributors, subject to any terms and conditions
established by the Board and the requirements of the
1940 Act;
D. negotiate and secure for the Investment Company and its
directors and officers: (i) a fidelity bond in an
amount that is at least adequate to satisfy the
requirements of the 1940 Act, (ii) directors and
officer's coverage and (iii) professional liability or
errors and omissions coverage, in each case, under terms
that are acceptable to the Board;
E. prepare and file the Investment Company's tax returns;
F. coordinate the layout, printing and electronic delivery
of publicly disseminated prospectuses and shareholder
reports, make recommendations to improve their
effectiveness or reduce expenses;
G. perform internal audit examinations in accordance with a
charter adopted by the Investment Company;
H. develop and recommend changes in the investment strategy
and operation of the Investment Company, that may be in
the interest of its Shareholders;
I. provide individuals reasonably acceptable to the Board
for nomination, appointment, or election as the
following officers of the Investment Company, who will
be responsible for the management of certain of the
Investment Company's affairs as specified in the
Investment Company's charter documents and by-laws,
subject to direction by the Investment Company's Board:
(i) the president and principal executive officer,
(ii) the treasurer and principal financial and accounting
officer; (iii) the secretary, and (iv) such other
officers as are mutually agreeable;
J. subject to the Board's direction, coordinate meetings of the Board
(and its committees), including: (i) the creation of
notices, agendas, legal memoranda and administrative
reports, and (ii) the review and compilation of other
materials prepared by the Investment Company's adviser,
distributor, portfolio accountant, custodian, transfer
agent, auditor, independent counsel or other service
providers to support the Board's discussions and actions
taken;
K. evaluate and obtain custody services from a financial institution
that meets the requirements of the 1940 Act;
L. monitor trading activity to help identify market timers and
recommend policies to deter market timing;
M. review and recommend changes to the transfer agent's policies and
procedures to mitigate fraud, enhance Shareholder
services or reduce expenses;
N. review and recommend changes to policies and procedures designed to
reduce Fund expenses;
O. monitor changes in applicable regulations and make corresponding
changes in, or develop new, policies and procedures for
the Fund or for the applicable service provider;
P. compare, as applicable, the fund accountant's calculation of the
Investment Company's net asset value, yield, average
maturity, dividends and total assets with the fund
accountant's previous calculations and with changes in
the relevant securities market on a daily basis for
reasonableness of changes;
Q. evaluate and recommend the pricing services used by the Investment
Company; participate in the fair valuation of portfolio
securities as required by the Investment Company's fair
valuation procedures; review and recommend changes to
the Investment Company's fair valuation procedures;
R. compare the fund accountant's calculations of the Investment
Company's distribution pool balances with the fund
accountant's previous calculations for reasonableness of
changes;
S. perform weekly comparison, as applicable, of the fund accountant's
amortized cost monitor with the previous amortized cost
monitor for reasonableness of changes to the net asset
value calculation; notify designated parties, as
necessary, of deviations in compliance with the
Investment Company's Rule 2a-7 procedures;
T. perform monthly comparison of the fund accountant's performance
calculations and projected annual fund expenses with
previous calculations and projections for reasonableness
of changes;
U. review fund expense reports prepared by the fund accountant;
V. compare the fund accountant's calculation of dividend and capital
gains recommendations with previous recommendations for
reasonableness of changes; consult with portfolio
managers concerning fixed dividend recommendations;
W. review the fund accountant's calculation of shareholder tax reports
at least annually;
X. monitor the Investment Company's status as a regulated investment
company under the Internal Revenue Code of 1986, as
amended ("IRC");
Y. prepare, review and negotiate standard forms of indentures,
guarantees, agreements, certificates, confirmations and
other documentation relating to the legal terms of
securities eligible for purchase by money market funds,
provided that the Company shall not have any obligation
to: (i) provide any written legal opinions regarding
such securities or (ii) prepare, review or negotiate any
document for which a standard form has not been
developed and accepted for use by the investment company
industry;
Z. provide office space, telephone, office equipment and supplies for
the Investment Company; and
AA. respond to all inquiries or other communications from Shareholders
and other parties or, if the inquiry is more properly
responded to by another of the Investment Company's
service providers, referring the individual making the
inquiry to the appropriate person.
The foregoing, along with any additional services that the
Company shall agree in writing to perform for the Investment
Company shall hereinafter be referred to as "Administrative
Services."
Article 3. Records.
The Company shall create and maintain all necessary books and
records in accordance with all applicable laws, rules and
regulations, including but not limited to records required by
Section 31(a) of the 1940 Act, pertaining to the Administrative
Services performed by it and not otherwise created and
maintained by another party pursuant to contract with the
Investment Company. Where applicable, such records shall be
maintained by the Company for the periods and in the places
required by Rule 31a-2 under the 1940 Act. The books and
records pertaining to the Investment Company which are in the
possession of the Company shall be the property of the
Investment Company. The Investment Company, or the Investment
Company's authorized representatives, shall have access to such
books and records at all times during the Company's normal
business hours. Upon the reasonable request of the Investment
Company, copies of any such books and records shall be provided
promptly by the Company to the Investment Company or the
Investment Company's authorized representatives.
Article 4. Expenses.
The Company shall be responsible for expenses incurred in
providing office space, equipment, and personnel as may be
necessary or convenient to provide the Administrative Services
to the Investment Company, including the compensation of the
Company employees who serve as trustees or directors or officers
of the Investment Company. Each Fund shall be solely
responsible for all other expenses incurred by the Company on
its behalf, including without limitation postage and courier
expenses, printing expenses, travel expenses, registration fees,
filing fees, taxes, fees of outside counsel (other than counsel
sub-contracted with by the Company to perform services under
this Agreement) and independent auditors, or other professional
services, organizational expenses, insurance premiums, fees
payable to persons who are not the Company's employees, trade
association dues, and other expenses properly payable by the
Funds ("Out of Pocket Expenses").
Article 5. Compensation.
In addition to Out of Pocket Expenses, for the Administrative
Services provided, the Investment Company hereby agrees to pay
and the Company hereby agrees to accept as full compensation for
its services rendered hereunder an administrative fee at an
annual rate per Fund, as specified below.
Admin. Average Daily Net Assets
Fee of the Investment Company
.150% on the first $5 billion
.125% on the next $5 billion
.100% on the next $10 billion
.075% on assets over $20 billion
(Average daily net asset break points are on a complex-wide
basis)
However, in no event shall the above administrative fee
received during any year of the Agreement be less than, or be
paid at a rate less than would aggregate $150,000 per Fund and
$40,000 per Class. The foregoing minimum fee may increase
annually upon each July 1 anniversary of this Agreement over the
minimum fee during the prior 12 months, as calculated under this
Agreement, in an amount equal to the increase in Pittsburgh
Consumer Price Index (not to exceed 6% annually) as last
reported by the U.S. Bureau of Labor Statistics for the twelve
months immediately preceding such anniversary.
The compensation and Out of Pocket Expenses attributable to
each Fund shall be accrued by such Fund and paid to the Company
no less frequently than monthly, and shall be paid daily upon
request of the Company. The Company will maintain detailed
information about the compensation and Out of Pocket Expenses
paid by each Fund.
Article 6. Standard of Care and Indemnification.
A. The Company shall not be liable for any error of
judgment or mistake of law or for any loss suffered by
the Investment Company in connection with the matters to
which this Agreement relates, except a loss resulting
from willful misfeasance, bad faith or gross negligence
on its part in the performance of its duties or from
reckless disregard by it of its duties under this
Agreement. Any person, even though also an officer,
director, trustee, partner, employee or agent of the
Company, who may be or become an officer, director,
trustee, partner, employee or agent of the Investment
Company, shall be deemed, when rendering services to the
Investment Company or acting on any business of the
Investment Company (other than services or business in
connection with the duties of the Company hereunder) to
be rendering such services to or acting solely for the
Investment Company and not as an officer, director,
trustee, partner, employee or agent or one under the
control or direction of the Company, even though paid by
the Company.
B. The Company shall be kept indemnified by the Investment Company and
be without liability for any action taken or thing done by it
in performing the Administrative Services in accordance with
the above standards.
C. The Company shall not be responsible for and the Investment Company
or Fund shall indemnify and hold the Company, including its
officers, directors, shareholders and their agents, employees
and affiliates, harmless against any and all losses, damages,
costs, charges, counsel fees, payments, expenses and
liabilities arising out of or attributable to:
(1) The acts or omissions of any custodian, adviser, sub-adviser, fund
accountant, distributor, transfer agent or other party
contracted by or approved by the Investment Company or Fund.
(2) The reliance on or use by the Company or its agents or
subcontractors of information, records and documents in
proper form which:
(a) are received by the Company or its agents or
subcontractors from any adviser, sub-adviser, fund
accountant, distributor, transfer agent or other
third party contracted by or approved by the
Investment Company or Fund for use in the
performance of services under this Agreement; or
(b) have been prepared and/or maintained by the
Investment Company or its affiliates or any other
person or firm on behalf of the Investment Company.
(3) The reliance on, or the carrying out by the Company or its agents
or subcontractors of a Proper Instruction of the Investment
Company or the Fund.
"Proper Instruction" means a writing signed or initialed by one
or more person or persons as the Board shall have from time to
time authorized. Each such writing shall set forth the specific
transaction or type of transaction involved. Oral instructions
will be deemed to be Proper Instructions if (a) the Company
reasonably believes them to have been given by a person
previously authorized in Proper Instructions to give such
instructions with respect to the transaction involved, and (b)
the Investment Company, or the Fund, and the Company promptly
cause such oral instructions to be confirmed in writing. Proper
Instructions may include communications effected directly between
electro-mechanical or electronic devices provided that the
Investment Company, or the Fund, and the Company are satisfied
that such procedures afford adequate safeguards for the Fund's
assets. Proper Instructions may only be amended in writing.
(4) The offer or sale of Shares in violation of any requirement under
the federal securities laws or regulations or the
securities laws or regulations of any state that such
Shares be registered in such state or in violation of any
stop order or other determination or ruling by any federal
agency or any state with respect to the offer or sale of
such Shares in such state.
(5) Any untrue statement or alleged untrue statement of a material fact
contained in the Investment Company's registration
statement, any prospectus or statement of additional
information ("SAI") (as from time to time amended or
supplemented) or the omission or alleged omission therefrom
of a material fact required to be stated therein or
necessary to make the statements therein not misleading,
unless such statement or omission was made in reliance upon
and in conformity with written information furnished to the
Investment Company about the Company by or on behalf of the
Company expressly for the use in the registration
statement, any prospectus or SAI, or any amendment or
supplement thereof.
Provided, however, that the Company shall not be protected
by this Article 6.C. from liability for any act or omission
resulting from the Company's willful misfeasance, bad
faith, gross negligence in the performance of or reckless
disregard of its duties under this Agreement.
D. At any time the Company may apply to any officer of the Investment
Company or Fund for instructions, and may consult with legal
counsel or the Investment Company's independent accountants
with respect to any matter arising in connection with the
services to be performed by the Company under this Agreement,
and the Company and its agents or subcontractors shall not be
liable and shall be indemnified by the Investment Company or
the appropriate Fund for any action reasonably taken or omitted
by it in reliance upon such instructions or upon the opinion of
such counsel or independent accountant provided such action is
not in violation of applicable federal or state laws or
regulations.
E. The Investment Company or Fund shall not be responsible for and the
Company shall indemnify and hold the Investment Company or Fund
harmless against any and all losses, damages, costs, charges,
counsel fees, payments, expenses and liabilities arising out of
or attributable to the Company's willful misfeasance, bad faith
or gross negligence on its part in the performance of its
duties or reckless disregard by it of its duties under this
Agreement.
F. In order that the indemnification provisions contained in this
Article 6 shall apply, upon the assertion of a claim for which
any party may be required to indemnify another, the party
seeking indemnification (the "Claimant"), shall promptly notify
the indemnifying party (the "Indemnifier") of such assertion.
It is further understood that each party will use all
reasonable care to identify and notify the Indemnifier promptly
concerning any situation that presents or appears likely to
present the probability of such a claim for indemnification
against the Indemnifier, provided that the failure to give
notice as required by this paragraph 6.F. in a timely fashion
shall not result in a waiver of any right to indemnification
hereunder unless the Indemnifier is prejudiced thereby and then
only to the extent of such prejudice. The Claimant shall
permit the Indemnifier to assume the defense of any such claim
or any litigation resulting from it, provided that
Indemnifier's counsel that is conducting the defense of such
claim or litigation shall be approved by the Claimant (which
approval shall not be unreasonably withheld), and that the
Claimant may participate in such defense at its expense.
The Indemnifier, in the defense of any such claim or
litigation, shall not, without the consent of the Claimant,
consent to entry of any judgment or enter into any settlement
that does not include as an unconditional term the giving by
the alleging party or plaintiff to the Claimant of a release
from all liability in respect to such claim or litigation.
Article 7. Sub-contractors and Assignment.
A. This Agreement shall inure to the benefit of and be binding upon
the parties and their respective permitted successors and assigns.
B. The Company may without further consent on the part of the
Investment Company subcontract for the performance of
Administrative Services with a sub-contractor selected by the
Company. The Company shall be as fully responsible to the
Investment Company for the acts and omissions of any
subcontractor as it is for its own acts and omissions.
C. The Company shall upon instruction from the Investment Company
subcontract for the performance of services under this Agreement
with an agent selected by the Investment Company, other than as
described in 7.B. above, provided, however, that the Company
shall in no way be responsible to the Investment Company for the
acts and omissions of the agent; provided however, the Company
shall remain responsible to the Investment Company for the acts
and omissions of ClearSky arising from ClearSky's performance of
its duties under any sub-contract that it has entered into with
the Company prior to the date of this Agreement.
D. The Company may, without further consent on the part of the
Investment Company, assign its rights and obligations under this
Agreement to any entity ultimately controlled by Federated
Investors, Inc.
E. Except as provided in Paragraph 7.D., the Company may not assign
its rights and obligations under this Agreement, whether directly
or by operation of law, without the prior written consent of the
Investment Company, which consent may not be unreasonably
withheld.
Article 8. Representations and Warranties.
The Company represents and warrants to the Investment Company
that:
(1) It is a statutory trust duly organized and existing and in
good standing under the laws of the state of Delaware;
(2) It is duly qualified to carry on its business in each
jurisdiction where the nature of its business requires
such qualification, and in the state of Delaware;
(3) It is empowered under applicable laws and by its
Declaration of Trust and by-laws to enter into and perform
this Agreement; and
(4) All requisite corporate proceedings have been taken to
authorize it to enter into and perform its obligations
under this Agreement.
Article 9. Term and Termination of Agreement.
This Agreement shall be effective from the date set forth above and
shall continue for a period of four years. Thereafter, the Agreement
will continue for consecutive three-year terms. The Agreement can be
terminated upon eighteen months notice to be effective as of the end of
any term. In the event, however, of willful misfeasance, bad faith,
gross negligence or reckless disregard of its duties by the Company,
the Investment Company has the right to terminate the Agreement upon 60
days written notice, if the Company has not cured such willful
misfeasance, bad faith, gross negligence or reckless disregard of its
duties within 60 days from the receipt of such notice. Investment
Companies that merge or dissolve during the Term, shall, upon payment
of all outstanding fees and Out of Pocket Expenses, cease to be a party
on the effective date of such merger or dissolution.
Articles 6 and 19, 20 and 21 shall survive the termination of this
Agreement.
Article 10. Amendment.
This Agreement may be amended or modified by a written agreement
executed by both parties.
Article 11. Interpretive and Additional Provisions.
In connection with the operation of this Agreement, the Company and
the Investment Company may from time to time agree on such provisions
interpretive of or in addition to the provisions of this Agreement as
may in their joint opinion be consistent with the general tenor of this
Agreement. Any such interpretive or additional provisions shall be in a
writing signed by both parties and shall be annexed hereto, provided
that no such interpretive or additional provisions shall contravene any
applicable federal or state regulations or any provision of any charter
document.
Article 12. Governing Law.
This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the Commonwealth
of Pennsylvania.
Article 13. Notices.
Except as otherwise specifically provided herein, notices and other
writings delivered or mailed postage prepaid to the Investment Company
at 0000 Xxxxxxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000-0000, or to the
Company at Federated Investors Tower, Pittsburgh, Pennsylvania,
15222-3779, or to such other address as the Investment Company or the
Company may hereafter specify, shall be deemed to have been properly
delivered or given hereunder to the respective address.
Article 14. Counterparts.
This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original.
Article 15. Merger of Agreement.
This Agreement constitutes the entire agreement between the parties
hereto and supersedes any prior agreement with respect to the subject
hereof whether oral or written.
Article 16. Successor Administrator.
If a successor Administrator for the Investment Company shall be
appointed by the Investment Company, the Company shall upon termination
of this Agreement deliver to such successor Administrator at the office
of the Company all properties of the Investment Company held by it
hereunder. If no such successor Administrator shall be appointed, the
Company shall at its office upon receipt of Proper Instructions deliver
such properties in accordance with such instructions.
Each Fund will bear all out-of-pocket expenses arising from the
transition of Administrative Services to a successor Administrator,
including without limitation the expenses of moving or transmitting
materials to the successor Administrator.
Article 17. Force Majeure.
If either party is unable to carry out any of its obligations under
this Agreement because of conditions beyond its reasonable control,
including, but not limited to, acts of war or terrorism, work stoppages,
fire, civil disobedience, delays associated with hardware malfunction or
availability, riots, rebellions, storms, electrical failures, acts of
God, and similar occurrences ("Force Majeure"), this Agreement will
remain in effect and the non-performing party's obligations shall be
suspended without liability for a period equal to the period of the
continuing Force Majeure (which such period shall not exceed fifteen (15)
business days), provided that:
(1) the non-performing party gives the other party prompt notice
describing the Force Majeure, including the nature of the
occurrence and its expected duration and, where reasonably
practicable, continues to furnish regular reports with respect
thereto during the period of Force Majeure;
(2) the suspension of obligations is of no greater scope and of no
longer duration than is required by the Force Majeure;
(3) no obligations of either party that accrued before the Force
Majeure are excused as a result of the Force Majeure; and
(4) the non-performing Party uses reasonable efforts to remedy its
inability to perform as quickly as possible.
Article 18. Severability.
In the event any provision of this Agreement is held illegal, void
or unenforceable, the balance shall remain in effect.
Article 19. Limitations of Liability of the Board and Shareholders of
the Investment Company.
The execution and delivery of this Agreement have been authorized by
the Board of the Investment Company and signed by an authorized officer
of the Investment Company, acting as such, and neither such
authorization by the Board nor such execution and delivery by such
officer shall be deemed to have been made by any of them individually
or to impose any liability on any of them personally, and the
obligations of this Agreement are not binding upon any member of the
Board or Shareholders of the Investment Company, but bind only the
property of the Fund, or Class, as provided in the Declaration of Trust.
Article 20. Limitations of Liability of Trustees and Shareholders of
the Company.
The execution and delivery of this Agreement have been authorized by
the Trustees of the Company and signed by an authorized officer of the
Company, acting as such, and neither such authorization by such
Trustees nor such execution and delivery by such officer shall be
deemed to have been made by any of them individually or to impose any
liability on any of them personally, and the obligations of this
Agreement are not binding upon any of the Trustees or Shareholders of
the Company, but bind only the property of the Company, as provided in
the Company's Declaration of Trust.
Article 21. Privacy Policy.
A. The parties acknowledge that:
(1) The SEC, has adopted Regulation S-P at 17 CFR Part 248 to
protect the privacy of individuals who obtain a financial
product or service for personal, family or household use;
(2) Regulation S-P permits financial institutions, such as
the Investment Company, to disclose "nonpublic personal
information" ("NPI") of its "customers" and "consumers" (as
those terms are therein defined in Regulation S-P) to
affiliated and nonaffiliated third parties of the Investment
Company, without giving such customers and consumers the
ability to opt out of such disclosure, for the limited
purposes of processing and servicing transactions (17 CFR ss.
248.14) ("Section 248.14 NPI"); for specified law enforcement
and miscellaneous purposes (17 CFR ss. 248.15) ("Section 248.15
NPI") ; and to service providers or in connection with joint
marketing arrangements (17 CFR ss. 248.13) ("Section 248.13
NPI"); and
(3) Regulation S-P provides that the right of a customer and consumer
to opt out of having his or her NPI disclosed pursuant to 17
CFR ss. 248.7 and 17 CFR ss. 248.10 does not apply when the NPI
is disclosed to service providers or in connection with joint
marketing arrangements, provided the Investment Company and
third party enter into a contractual agreement that prohibits
the third party from disclosing or using the information
other than to carry out the purposes for which the Investment
Company disclosed the information (17 CFR ss. 248.13).
B. Therefore, the parties agree as follows:
(1) The Investment Company may disclose shareholder NPI to the
Company as agent of the Investment Company and solely in
furtherance of fulfilling the Company's contractual
obligations under this Agreement in the ordinary course of
business to support the Investment Company and its
shareholders;
(2) The Company hereby agrees to be bound to use and redisclose
such NPI only for the limited purpose of fulfilling its
duties and obligations under this Agreement, for law
enforcement and miscellaneous purposes as permitted in 17 CFR
xx.xx. 248.15, or in connection with joint marketing arrangements
that the Investment Company may establish with the Investment
Company in accordance with the limited exception set forth in
17 CFR ss. 248.13;
(3) The Company further represents and warrants that, in
accordance with 17 CFR ss. 248.30, it has implemented, and will
continue to carry out for the term of this Agreement,
policies and procedures reasonably designed to:
(a) insure the security and confidentiality of records and NPI of
Investment Company customers;
(b) protect against any anticipated threats or hazards to
the security or integrity of Investment Company
customer records and NPI; and
(c) protect against unauthorized access to or use of such
Investment Company customer records or NPI that could
result in substantial harm or inconvenience to any
Investment Company customer;
(4) The Company may redisclose Section 248.13 NPI only to: (a)
the Investment Company and affiliated persons of the
Investment Company ("Investment Company Affiliates"); (b)
affiliated persons of the Company ("Company Affiliates")
(which in turn may disclose or use the information only to
the extent permitted under the original receipt); (c) a third
party not affiliated with the Company or Investment Company
("Nonaffiliated Third Party") under the service and processing
(ss.248.14) or miscellaneous (ss.248.15) exceptions, but only in
the ordinary course of business to carry out the activity
covered by the exception under which the Company received the
information in the first instance; and (d) a Nonaffiliated
Third Party under the service provider and joint marketing
exception (ss.248.13), provided the Company enters into a
written contract with the Nonaffiliated Third Party that
prohibits the Nonaffiliated Third Party from disclosing or
using the information other than to carry out the purposes
for which the Investment Company disclosed the information in
the first instance; and
(5) The Company may redisclose Section 248.14 NPI and Section
248.15 NPI to: (a) the Investment Company and Investment
Company Affiliates; (b) Company Affiliates (which in turn may
disclose the information to the same extent permitted under
the original receipt); and (c) a Nonaffiliated Third Party to
whom the Investment Company might lawfully have disclosed NPI
directly.
Article 22. Further Assurance. Each party agrees to promptly sign
all documents and take any additional actions reasonably requested by
the other to accomplish the purposes of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed in their names and on their behalf under their seals by and
through their duly authorized officers, as of the day and year first
above written.
INVESTMENT COMPANIES
(listed on Exhibit A hereto)
By: /s/ Xxxx X. XxXxxxxxx
Name: Xxxx X. XxXxxxxxx
Title: Executive Vice President
FEDERATED ADMINISTRATIVE SERVICES
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: President
