THIS
AGREEMENT (the “Agreement”) is made and entered into as of this 1st day of July,
2005, by and between THE
XXXXXX PORTFOLIO,
INC., an
Oregon corporation (the “Company” or the “Fund”) and U.S.
BANCORP FUND SERVICES, LLC, a
Wisconsin limited liability company (“USBFS”).
WHEREAS,
the Company is registered under the Investment Company Act of 1940, as amended
(the “1940 Act”), as an open-end management investment company;
WHEREAS,
USBFS is, among other things, in the business of providing mutual fund
accounting services to investment companies;
WHEREAS,
the Company and USBFS are parties to a Fund Accounting Servicing Agreement dated
May 14, 1992 (“Existing Agreement”) and the Company desires to continue to
retain USBFS to provide mutual fund accounting services for the Company;
and
WHEREAS,
the parties desire to amend and restate the Existing Agreement by replacing it
with this Agreement.
NOW,
THEREFORE, in consideration of the promises and mutual covenants herein
contained, and other good and valuable consideration, the receipt of which is
hereby acknowledged, the parties hereto, intending to be legally bound, do
hereby agree as follows:
| 1. |
Appointment
of USBFS as Fund Accountant |
The
Company hereby appoints USBFS as fund accountant of the Company on the terms and
conditions set forth in this Agreement, and USBFS hereby accepts such
appointment and agrees to perform the services and duties set forth in this
Agreement. The services and duties of USBFS shall be confined to those matters
expressly set forth herein, and no implied duties are assumed by or may be
asserted against USBFS hereunder.
| 2. |
Services
and Duties of USBFS |
USBFS
shall provide the following accounting services to the Fund:
|
A. |
Portfolio
Accounting Services: |
|
(1) |
Maintain
portfolio records on a trade date+1 basis using security trade information
communicated from the Fund’s investment adviser.
|
|
(2) |
For
each valuation date, obtain prices from a pricing source approved by the
board of directors of the Company (the “Board of Directors”) and apply
those prices to the portfolio positions. For those securities where market
quotations are not readily available, the Board of Directors shall
approve, in good faith, procedures for determining the fair value for such
securities. |
|
(3) |
Identify
interest and dividend accrual balances as of each valuation date and
calculate gross earnings on investments for each accounting period.
|
|
(4) |
Determine
gain/loss on security sales and identify them as short-term or long-term;
account for periodic distributions of gains or losses to shareholders and
maintain undistributed gain or loss balances as of each valuation date.
|
|
(5) |
On
a daily basis, reconcile cash of the Fund with the Fund’s
custodian. |
|
(6) |
Transmit
a copy of the portfolio valuation to the Fund’s investment adviser
daily. |
|
(7) |
Review
the impact of current day’s activity on a per share basis, and review
changes in market value. |
|
B. |
Expense
Accrual and Payment Services: |
|
(1) |
For
each valuation date, calculate the expense accrual amounts as directed by
the Company as to methodology, rate or dollar amount.
|
|
(2) |
Process
and record payments for Fund expenses upon receipt of written
authorization from the Company. |
|
(3) |
Account
for Fund expenditures and maintain expense accrual balances at the level
of accounting detail, as agreed upon by USBFS and the
Company. |
|
(4) |
Provide
expense accrual and payment reporting. |
|
C. |
Fund
Valuation and Financial Reporting Services: |
|
(1) |
Account
for Fund share purchases, sales, exchanges, transfers, dividend
reinvestments, and other Fund share activity as reported by the Fund’s
transfer agent on a timely basis. |
|
(2) |
Apply
equalization accounting as directed by the
Company. |
|
(3) |
Determine
net investment income (earnings) for the Fund as of each valuation date.
Account for periodic distributions of earnings to shareholders and
maintain undistributed net investment income balances as of each valuation
date. |
|
(4) |
Maintain
a general ledger and other accounts, books, and financial records for the
Fund in the form as agreed upon. |
|
(5) |
Determine
the net asset value of the Fund according to the accounting policies and
procedures set forth in the Fund’s current prospectus.
|
|
(6) |
Calculate
per share net asset value, per share net earnings, and other per share
amounts reflective of Fund operations at such time as required by the
nature and characteristics of the Fund. |
|
(7) |
Communicate
to the Company, at an agreed upon time, the per share net asset value for
each valuation date. |
|
(8) |
Prepare
monthly reports that document the adequacy of accounting detail to support
month-end ledger balances. |
|
(9) |
Prepare
monthly security transactions listings. |
|
D. |
Tax
Accounting Services: |
|
(1) |
Maintain
accounting records for the investment portfolio of the Fund to support the
tax reporting required for “regulated investment companies” under the
Internal Revenue Code of 1986, as amended (the
“Code”). |
|
(2) |
Maintain
tax lot detail for the Fund’s investment portfolio.
|
|
(3) |
Calculate
taxable gain/loss on security sales using the tax lot relief method
designated by the Company. |
|
(4) |
Provide
the necessary financial information to calculate the taxable components of
income and capital gains distributions to support tax reporting to the
shareholders. |
|
E. |
Compliance
Control Services: |
|
(1) |
Support
reporting to regulatory bodies and support financial statement preparation
by making the Fund’s accounting records available to the Company, the
Securities and Exchange Commission (the “SEC”), and the independent
accountants. |
|
(2) |
Maintain
accounting records according to the 1940 Act and regulations provided
thereunder. |
|
(3) |
Perform
its duties hereunder in compliance with all applicable laws and
regulations and provide any sub-certifications reasonably requested by the
Company in connection with any certification required of the Company
pursuant to the Xxxxxxxx-Xxxxx Act of 2002 (the “SOX Act”) or any rules or
regulations promulgated by the SEC thereunder, provided the same shall not
be deemed to change USBFS’ standard of care as set forth
herein. |
|
(4) |
Cooperate
with the Company’s independent accountants and take all reasonable action
in the performance of its obligations under this Agreement to ensure that
the necessary information is made available to such accountants for the
expression of their opinion on the Fund’s financial statements without any
qualification as to the scope of their
examination. |
| 3. |
License
of Data; Warranty; Termination of
Rights |
|
A. |
The
valuation information and evaluations being provided to the Company by
USBFS pursuant hereto (collectively, the “Data”) are being licensed, not
sold, to the Company. The Company has a limited license to use the Data
only for purposes necessary to valuing the Company’s assets and reporting
to regulatory bodies (the “License”). The Company does not have any
license nor right to use the Data for purposes beyond the intentions of
this Agreement including re-sale to other users. The License is
non-transferable and not sub-licensable. The Company’s right to use the
Data cannot be passed to or shared with any other
entity. |
The
Company acknowledges the proprietary rights that USBFS and its suppliers have in
the Data.
|
B. |
THE
COMPANY HEREBY ACCEPTS THE DATA AS IS, WHERE IS, WITH NO WARRANTIES,
EXPRESS OR IMPLIED, AS TO MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OR
ANY OTHER MATTER. |
|
C. |
USBFS
may stop supplying some or all Data to the Company if USBFS’ suppliers
terminate any agreement to provide Data to USBFS. Also, USBFS may stop
supplying some or all Data to the Company if USBFS reasonably believes
that the Company is using the Data in violation of the License, or
breaching its duties of confidentiality provided for hereunder, or if any
of USBFS’ suppliers demand that the Data be withheld from the Company.
USBFS will provide notice to the Company of any termination of provision
of Data as soon as reasonably possible. |
|
A. |
For
each valuation date, USBFS shall obtain prices from a pricing source
recommended by USBFS and approved by the Board of Directors and apply
those prices to the portfolio positions of the Fund. For those securities
where market quotations are not readily available, the Board of Directors
shall approve, in good faith, procedures for determining the fair value
for such securities. |
If the
Company desires to provide a price that varies from the price provided by the
pricing source, the Company shall promptly notify and supply USBFS with the
price of any such security on each valuation date. All pricing changes made by
the Company will be in writing and must specifically identify the securities to
be changed by CUSIP, name of security, new price or rate to be applied, and, if
applicable, the time period for which the new price(s) is/are
effective.
|
B. |
In
the event that the Company at any time receives Data containing
evaluations, rather than market quotations, for certain securities or
certain other data related to such securities, the following provisions
will apply: (i) evaluated securities are typically complicated financial
instruments. There are many methodologies (including computer-based
analytical modeling and individual security evaluations) available to
generate approximations of the market value of such securities, and there
is significant professional disagreement about which method is best. No
evaluation method, including those used by USBFS and its suppliers, may
consistently generate approximations that correspond to actual “traded”
prices of the securities; (ii) methodologies used to provide the pricing
portion of certain Data may rely on evaluations; however, the Company
acknowledges that there may be errors or defects in the software,
databases, or methodologies generating the evaluations that may cause
resultant evaluations to be inappropriate for use in certain applications;
and (iii) the Company assumes all responsibility for edit checking,
external verification of evaluations, and ultimately the appropriateness
of using Data containing evaluations, regardless of any efforts made by
USBFS and its suppliers in this respect. |
| 5. |
Changes
in Accounting Procedures |
Any
resolution passed by the Board of Directors that affects accounting practices
and procedures under this Agreement shall be effective upon written receipt of
notice and acceptance by USBFS.
| 6. |
Changes
in Equipment, Systems, Etc. |
USBFS
reserves the right to make changes from time to time, as it deems advisable,
relating to its systems, programs, rules, operating schedules and equipment, so
long as such changes do not adversely affect the services provided to the
Company under this Agreement.
USBFS
shall be compensated for providing the services set forth in this Agreement in
accordance with the fee schedule set forth on Exhibit
A hereto
(as amended from time to time). USBFS shall also be compensated for such
out-of-pocket expenses (e.g., telecommunication charges, postage and delivery
charges, and reproduction charges) as are reasonably incurred by USBFS in
performing its duties hereunder. The Company shall pay all such fees and
reimbursable expenses within 30 calendar days following receipt of the billing
notice, except for any fee or expense subject to a good faith dispute. The
Company shall notify USBFS in writing within 30 calendar days following receipt
of each invoice if the Company is disputing any amounts in good faith. The
Company shall pay such disputed amounts within 10 calendar days of the day on
which the parties agree to the amount to be paid. With the exception of any fee
or expense the Company is disputing in good faith as set forth above, unpaid
invoices shall accrue a finance charge of 1½% per month after the due date.
Notwithstanding anything to the contrary, amounts owed by the Company to USBFS
shall only be paid out of the assets and property of the Fund.
| 8. |
Representations
and Warranties |
|
A. |
The
Company hereby represents and warrants to USBFS, which representations and
warranties shall be deemed to be continuing throughout the term of this
Agreement, that: |
|
(1) |
It is
duly organized and existing under the laws of the jurisdiction of its
organization, with full power to carry on its business as now conducted,
to enter into this Agreement and to perform its obligations
hereunder; |
|
(2) |
This
Agreement has been duly authorized, executed and delivered by the Company
in accordance with all requisite action and constitutes a valid and
legally binding obligation of the Company, enforceable in accordance with
its terms, subject to bankruptcy, insolvency, reorganization, moratorium
and other laws of general application affecting the rights and remedies of
creditors and secured parties; and |
|
(3) |
It
is conducting its business in compliance in all material respects with all
applicable laws and regulations, both state and federal, and has obtained
all regulatory approvals necessary to carry on its business as now
conducted; there is no statute, rule, regulation, order or judgment
binding on it and no provision of its charter, bylaws or any contract
binding it or affecting its property which would prohibit its execution or
performance of this Agreement. |
|
B. |
USBFS
hereby represents and warrants to the Company, which representations and
warranties shall be deemed to be continuing throughout the term of this
Agreement, that: |
|
(1) |
It
is duly organized and existing under the laws of the jurisdiction of its
organization, with full power to carry on its business as now conducted,
to enter into this Agreement and to perform its obligations
hereunder; |
| |
(2) |
This
Agreement has been duly authorized, executed and delivered by USBFS in
accordance with all requisite action and constitutes a valid and legally
binding obligation of USBFS, enforceable in accordance with its terms,
subject to bankruptcy, insolvency, reorganization, moratorium and other
laws of general application affecting the rights and remedies of creditors
and secured parties; and |
| |
(3) |
It
is conducting its business in compliance in all material respects with all
applicable laws and regulations, both state and federal, and has obtained
all regulatory approvals necessary to carry on its business as now
conducted; there is no statute, rule, regulation, order or judgment
binding on it and no provision of its charter, bylaws or any contract
binding it or affecting its property which would prohibit its execution or
performance of this Agreement. |
| 9. |
Standard
of Care; Indemnification; Limitation of
Liability |
|
A. |
USBFS
shall exercise reasonable care in the performance of its duties under this
Agreement. Neither USBFS nor its suppliers shall be liable for any error
of judgment or mistake of law or for any loss suffered by the Company or
any third party in connection with its duties under this Agreement,
including losses resulting from mechanical breakdowns or the failure of
communication or power supplies beyond USBFS’ control, except a loss
arising out of or relating to USBFS’ refusal or failure to comply with the
terms of this Agreement or from its bad faith, negligence, or willful
misconduct in the performance of its duties under this Agreement.
Notwithstanding any other provision of this Agreement, if USBFS has
exercised reasonable care in the performance of its duties under this
Agreement, the Company shall indemnify and hold harmless USBFS and its
suppliers from and against any and all claims, demands, losses, expenses,
and liabilities of any and every nature (including reasonable attorneys’
fees) that USBFS or its suppliers may sustain or incur or that may be
asserted against USBFS or its suppliers by any person arising out of or
related to (X) any action taken or omitted to be taken by it in performing
the services hereunder (i) in accordance with the foregoing standards, or
(ii) in reliance upon any written or oral instruction provided to USBFS by
any duly authorized officer of the Company, as approved by the Board of
Directors of the Company, or (Y) the Data, or any information, service,
report, analysis or publication derived therefrom, except for any and all
claims, demands, losses, expenses, and liabilities arising out of or
relating to USBFS’ refusal or failure to comply with the terms of this
Agreement or from its bad faith, negligence or willful misconduct in the
performance of its duties under this Agreement. This indemnity shall be a
continuing obligation of the Company, its successors and assigns,
notwithstanding the termination of this Agreement. As used in this
paragraph, the term “USBFS” shall include USBFS’ directors, officers and
employees. |
The
Company acknowledges that the Data are intended for use as an aid to
institutional investors, registered brokers or professionals of similar
sophistication in making informed judgments concerning securities. The Company
accepts responsibility for, and acknowledges it exercises its own independent
judgment in, its selection of the Data, its selection of the use or intended use
of such, and any results obtained. Nothing contained herein shall be deemed to
be a waiver of any rights existing under applicable law for the protection of
investors.
USBFS
shall indemnify and hold the Company harmless from and against any and all
claims, demands, losses, expenses, and liabilities of any and every nature
(including reasonable attorneys’ fees) that the Company may sustain or incur or
that may be asserted against the Company by any person arising out of any action
taken or omitted to be taken by USBFS as a result of USBFS’ refusal or failure
to comply with the terms of this Agreement, or from its bad faith, negligence,
or willful misconduct in the performance of its duties under this Agreement.
This indemnity shall be a continuing obligation of USBFS, its successors and
assigns, notwithstanding the termination of this Agreement. As used in this
paragraph, the term “Company” shall include the Company’s directors, officers
and employees.
In the
event of a mechanical breakdown or failure of communication or power supplies
beyond its control, USBFS shall take all reasonable steps to minimize service
interruptions for any period that such interruption continues. USBFS will make
every reasonable effort to restore any lost or damaged data and correct any
errors resulting from such a breakdown at the expense of USBFS. USBFS agrees
that it shall, at all times, have reasonable contingency plans with appropriate
parties, making reasonable provision for emergency use of electrical data
processing equipment to the extent appropriate equipment is available.
Representatives of the Company shall be entitled to inspect USBFS’ premises and
operating capabilities at any time during regular business hours of USBFS, upon
reasonable notice to USBFS. Moreover, USBFS shall provide the Company, at such
times as the Company may reasonably require, copies of reports rendered by
independent accountants on the internal controls and procedures of USBFS
relating to the services provided by USBFS under this Agreement.
Notwithstanding
the above, USBFS reserves the right to reprocess and correct administrative
errors at its own expense.
In no
case shall either party be liable to the other for (i) any special, indirect or
consequential damages, loss of profits or goodwill (even if advised of the
possibility of such); (ii) any delay by reason of circumstances beyond its
control, including acts of civil or military authority, national emergencies,
labor difficulties, fire, mechanical breakdown, flood or catastrophe, acts of
God, insurrection, war, riots, or failure beyond its control of transportation
or power supply; or (iii) any claim that arose more than one year prior to the
institution of suit therefor.
|
B. |
In
order that the indemnification provisions contained in this section shall
apply, it is understood that if in any case the indemnitor may be asked to
indemnify or hold the indemnitee harmless, the indemnitor shall be fully
and promptly advised of all pertinent facts concerning the situation in
question, and it is further understood that the indemnitee will use all
reasonable care to notify the indemnitor promptly concerning any situation
that presents or appears likely to present the probability of a claim for
indemnification. The indemnitor shall have the option to defend the
indemnitee against any claim that may be the subject of this
indemnification. In the event that the indemnitor so elects, it will so
notify the indemnitee and thereupon the indemnitor shall take over
complete defense of the claim, and the indemnitee shall in such situation
initiate no further legal or other expenses for which it shall seek
indemnification under this section. The indemnitee shall in no case
confess any claim or make any compromise in any case in which the
indemnitor will be asked to indemnify the indemnitee except with the
indemnitor’s prior written consent. |
|
C. |
The
indemnity and defense provisions set forth in this Section 9 shall
indefinitely survive the termination and/or assignment of this
Agreement. |
|
D. |
If
USBFS is acting in another capacity for the Company pursuant to a separate
agreement, nothing herein shall be deemed to relieve USBFS of any of its
obligations in such other capacity. |
| 10. |
Notification
of Error |
The
Company will notify USBFS of any discrepancy between USBFS and the Company,
including, but not limited to, failing to account for a security position in the
Fund’s portfolio, upon the later to occur of: (i) three business days after
receipt of any reports rendered by USBFS to the Company; (ii) three business
days after discovery of any error or omission not covered in the balancing or
control procedure; or (iii) three business days after receiving notice from any
shareholder regarding any such discrepancy.
| 11. |
Data
Necessary to Perform Services |
The
Company or its agent shall furnish to USBFS the data necessary to perform the
services described herein at such times and in such form as mutually agreed
upon.
| 12. |
Proprietary
and Confidential Information |
|
A. |
USBFS
agrees on behalf of itself and its directors, officers, and employees to
treat confidentially and as proprietary information of the Company, all
records and other information relative to the Company and prior, present,
or potential shareholders of the Company (and clients of said
shareholders), and not to use such records and information for any purpose
other than the performance of its responsibilities and duties hereunder,
except (i) after prior notification to and approval in writing by the
Company, which approval shall not be unreasonably withheld and may not be
withheld where USBFS may be exposed to civil or criminal contempt
proceedings for failure to comply, (ii) when requested to divulge such
information by duly constituted authorities, or (iii) when so requested by
the Company. Records and other information which have become known to the
public through no wrongful act of USBFS or any of its employees, agents or
representatives, and information that was already in the possession of
USBFS prior to receipt thereof from the Company or its agent, shall not be
subject to this paragraph. |
Further,
USBFS will adhere to the privacy policies adopted by the Company pursuant to
Title V of the Xxxxx-Xxxxx-Xxxxxx Act, as may be modified from time to time. In
this regard, USBFS shall have in place and maintain physical, electronic and
procedural safeguards reasonably designed to protect the security,
confidentiality and integrity of, and to prevent unauthorized access to or use
of, records and information relating to the Company and its shareholders.
|
B. |
The
Company, on behalf of itself and its directors, officers, and employees,
will maintain the confidential and proprietary nature of the Data and
agrees to protect it using the same efforts, but in no case less than
reasonable efforts, that it uses to protect its own proprietary and
confidential information. |
USBFS
shall keep records relating to the services to be performed hereunder in the
form and manner, and for such period, as it may deem advisable and is agreeable
to the Company, but not inconsistent with the rules and regulations of
appropriate government authorities, in particular, Section 31 of the 1940 Act
and the rules thereunder. USBFS agrees that all such records prepared or
maintained by USBFS relating to the services to be performed by USBFS hereunder
are the property of the Company and will be preserved, maintained, and made
available in accordance with such applicable sections and rules of the 1940 Act
and will be promptly surrendered to the Company or its designee on and in
accordance with its request.
The
Company has and retains primary responsibility for all compliance matters
relating to the Fund, including but not limited to compliance with the 1940 Act,
the Code, the SOX Act, the USA Patriot Act of 2002 and the policies and
limitations of the Fund relating to its portfolio investments as set forth in
its current prospectus and statement of additional information. USBFS’ services
hereunder shall not relieve the Company of its responsibilities for assuring
such compliance or the Board of Director’s oversight responsibility with respect
thereto.
| 15. |
Term
of Agreement; Amendment |
This
Agreement shall become effective as of the date first written above and will
continue in effect for a period of one year. Subsequent to the initial one-year
term, this Agreement shall be automatically renewed for successive one-year
periods unless terminated by either party upon giving 90 days prior written
notice to the other party or such shorter period as is mutually agreed upon by
the parties. Notwithstanding the foregoing, this Agreement may be terminated by
any party upon the breach of the other party of any material term of this
Agreement if such breach is not cured within 15 days of notice of such breach to
the breaching party. This Agreement may not be amended or modified in any manner
except by written agreement executed by USBFS and the Company, and authorized or
approved by the Board of Directors.
| 16. |
Duties
in the Event of Termination |
In the
event that, in connection with termination, a successor to any of USBFS’ duties
or responsibilities hereunder is designated by the Company by written notice to
USBFS, USBFS will promptly, upon such termination and at the expense of the
Company, transfer to such successor all relevant books, records, correspondence
and other data established or maintained by USBFS under this Agreement in a form
reasonably acceptable to the Company (if such form differs from the form in
which USBFS has maintained the same, the Company shall pay any expenses
associated with transferring the data to such form), and will cooperate in the
transfer of such duties and responsibilities, including provision for assistance
from USBFS’ personnel in the establishment of books, records and other data by
such successor. If no such successor is designated, then such books, records and
other data shall be returned to the Company.
This
Agreement shall extend to and be binding upon the parties hereto and their
respective successors and assigns; provided, however, that this Agreement shall
not be assignable by the Company without the written consent of USBFS, or by
USBFS without the written consent of the Company accompanied by the
authorization or approval of the Company’s Board of Directors.
This
Agreement shall be construed in accordance with the laws of the State of
Wisconsin, without regard to conflicts of law principles. To the extent that the
applicable laws of the State of Wisconsin, or any of the provisions herein,
conflict with the applicable provisions of the 1940 Act, the latter shall
control, and nothing herein shall be construed in a manner inconsistent with the
1940 Act or any rule or order of the SEC thereunder.
| 19. |
No
Agency Relationship |
Nothing
herein contained shall be deemed to authorize or empower either party to act as
agent for the other party to this Agreement, or to conduct business in the name,
or for the account, of the other party to this Agreement.
| 20. |
Services
Not Exclusive |
Nothing
in this Agreement shall limit or restrict USBFS from providing services to other
parties that are similar or identical to some or all of the services provided
hereunder.
Any
provision of this Agreement which may be determined by competent authority to be
prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction,
be ineffective to the extent of such prohibition or unenforceability without
invalidating the remaining provisions hereof, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction. In such case, the
parties shall in good faith modify or substitute such provision consistent with
the original intent of the parties.
Any
notice required or permitted to be given by either party to the other shall be
in writing and shall be deemed to have been given on the date delivered
personally or by courier service, or three days after sent by registered or
certified mail, postage prepaid, return receipt requested, or on the date sent
and confirmed received by facsimile transmission to the other party’s address
set forth below:
Notice to
USBFS shall be sent to:
U.S.
Bancorp Fund Services, LLC
000 Xxxx
Xxxxxxxx Xxxxxx
Xxxxxxxxx,
XX 00000
Fax No.:
__________________
and
notice to the Company shall be sent to:
The
Xxxxxx Portfolio, Inc.
c/x
Xxxxxx Investment Management, Inc.
0000
Xxxxxxx Xxxxxx
0000 XX
Xxxxx Xxxxxx
Xxxxxxxx,
XX 00000
This
Agreement may be executed on two or more counterparts, each of which when so
executed shall be deemed to be an original, but such counterparts shall together
constitute but one and the same instrument.
IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
a duly authorized officer on one or more counterparts as of the date first above
written.
|
THE
XXXXXX PORTFOLIO, INC. |
U.S.
BANCORP FUND SERVICES, LLC |
|
By:
/s/
Xxxx X.
Xxxxxx
|
By:
/s/
Xxx X.
Xxxxxxx
|
|
Xxxx
X. Xxxxxx |
Xxx
X. Xxxxxxx |
|
Title:
President
|
Title:
President |
