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EXHIBIT 99.B.9(c)
SHAREHOLDER SERVICING AGENT AGREEMENT
THIS AGREEMENT, made and entered into on this 31st day of January,
1990, by and between Olympic Trust, a Massachusetts business trust (hereinafter
referred to as the "Trust"), and First Wisconsin Trust Company, a corporation
organized under the laws of the State of Wisconsin, (hereinafter referred to as
"Agent");
WITNESSETH:
WHEREAS, the Trust is an open-end management investment company which
is registered under the Investment Company Act of 1940 and consists of three
separate portfolios (the "Funds"); and
WHEREAS, the Agent is a trust company and, among other things, is in
the business of administering transfer and dividend disbursing agent functions
for the benefit of its customers.
NOW, THEREFORE, the Trust and the Agent do mutually promise and agree
as follows:
1. Employment. The Trust hereby employs the Agent to act as Shareholder
Servicing Agent for the Trust. The Agent shall, at its own expense, render the
services and assume the obligations herein set forth subject to being
compensated therefor as herein provided.
2. Authority of Agent. The Agent is hereby authorized by the Trust to
receive all cash which may from time to time be delivered to it by or for the
account of any Fund of the Trust; to issue confirmations and/or certificates for
shares of beneficial interest of the Trust upon receipt of payment; to redeem or
repurchase on behalf of the Trust shares of beneficial interest of the Trust
upon receipt of certificates properly endorsed or properly executed written
requests as described in the prospectus of the Trust and to act as dividend
disbursing agent for the Trust.
3. Duties of the Agent: Agent hereby agrees to:
A. Process new accounts.
B. Process purchases, both initial and subsequent, in accordance
with conditions set forth in the Trust's prospectus as
mutually agreed by the Trust and the Agent.
C. Transfer shares of beneficial interest to an existing account
or to a new account upon receipt of required documentation in
good order.
D. Redeem uncertificated and/or certificated shares upon receipt
of required documentation in good order.
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E. Issue and/or cancel certificates as instructed; replace lost,
stolen or destroyed certificates upon receipt of satisfactory
indemnification or bond.
F. Distribute dividends and/or capital gain distributions. This
includes disbursement as cash or reinvestment and to change
the disbursement option at the request of shareholders.
G. Process exchanges between funds (process and direct
purchase/redemption and initiate new account or process to
existing account).
H. Make miscellaneous changes to records, including, but not
necessarily limited to, address changes and changes in plans
(such as systematic withdrawal, dividend reinvestment, etc.).
I. Prepare and mail a confirmation statement as each transaction
is recorded in a shareholder account with the original being
sent to the shareholder.
1. Prepare and send to the shareholder a confirmation
statement as each transaction is recorded in a
shareholder account.
2. Duplicate confirmations will be available on request
within current year.
J. Answer telephone calls and correspondence and reply to
shareholder requests, except those items addressed in
referrals to the Trust set forth in Paragraph 4 below.
K. Report to the Trust:
Daily - transaction journal with analysis of accounts.
Monthly - analysis of transactions and accounts by types.
L. Daily control and reconciliation of Trust shares with Agent's
records and the Trust's office records.
M. Prepare and mail annual Form 1099, 1099 Div, 1099B, 1099R and
Form W-2P to shareholders to whom taxable dividends or
distributions are paid, with a copy for the IRS.
N. Provide readily obtainable data which may from time to time be
requested for audit purposes and allow access to Trust's
auditors.
O. Replace lost or destroyed checks.
P. Continuously maintain all records for active and closed
accounts.
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Q. Furnish shareholder data information for a current calendar
year in connection with IRAs (including 5498s) and qualified
Xxxxx plans in a format suitable for mailing to shareholders.
4. Referrals to the Trust. Agent hereby agrees to refer to the Trust
for reply the following:
A. Requests for investment information, including performance and
outlook.
B. Requests for information about specific plans, i.e., XXX,
Xxxxx, Systematic Withdrawal.
C. Requests for historical Fund net asset values.
D. Requests for information about the value and timing of
dividend payments.
E. Questions regarding correspondence from the Trust and
newspaper articles.
F. Any requests for information from nonshareholders.
G. Any other types of shareholder requests as the Trust may
request from the Agent in writing.
5. Compensation to the Agent. The Agent shall be compensated for its
services hereunder as may from time to time be agreed upon in writing between
the two parties. The Trust will reimburse the Agent for all out-of-pocket
expenses, including, but not necessarily limited to, postage, confirmation
forms, proxies, etc. Special projects, not included in the fee schedule and
requested by proper instructions from the Trust, shall be completed by the Agent
and invoiced to the Trust as mutually agreed upon.
6. Rights and Powers of the Agent. The Agent's rights and powers with
respect to acting for and on behalf of the Trust, including rights and powers of
the Agent's officers and directors, shall be as follows:
A. No order, direction, approval, contract or obligation on
behalf of the Trust with or in any way affecting the Agent
shall be deemed binding unless made in writing and signed on
behalf of the Trust by an officer or officers of the Trust who
have been duly authorized to so act on behalf of the Trust by
its Board of Trustees.
B. The services of the Agent to the Trust are not to be deemed
exclusive and the Agent shall be free to render similar
services to others as long as its services for others does not
in any manner or way hinder, preclude or prevent the Agent
from performing its duties and obligations under this
Agreement.
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C. The Trust will indemnify the Agent and hold it harmless from
and against all costs, losses, and expenses which may be
incurred by it and all claims and liabilities which may be
asserted or assessed against it as a result of any action
taken by it without negligence and in good faith, and for any
act, omission, delay or refusal made by the Agent in
connection with this agency in reliance upon or in accordance
with any instruction or advice of any duly authorized officer
of the Trust.
7. Termination of Agreement. This Agreement shall continue in force and
effect until terminated or amended to such an extent that a new Agreement is
deemed advisable by either party. Notwithstanding anything herein to the
contrary, this Agreement may be terminated at any time, without payment of any
penalty, by the Trust or Agent upon ninety (90) days written notice to the
other party.
8. Amendment. This Agreement may be amended by mutual written consent
of the parties. If, at any time during the existence of this Agreement, the
Trust deems it necessary or advisable in the best interests of the Trust that
any amendment of this Agreement be made in order to comply with the
recommendations or requirements of the Securities and Exchange Commission or
state regulatory agencies or other governmental authority, or to obtain any
advantage under state or federal laws, and shall notify the Agent of the form of
amendment which it deems necessary or advisable and the reasons therefor, and if
the Agent declines to assent to such amendment, the Trust may terminate this
Agreement forthwith.
9. Notice. Any notice that is required to be given by the parties to
each other under the terms of this Agreement shall be in writing, addressed and
delivered, or mailed postpaid to the other party at the principal place of
business of such party.
10. Enforcement of Claims. The name "Olympic Trust" is the designation
of the Trustees under a Declaration of Trust, and the Custodian acknowledges
that all persons dealing with the Trust must look solely to the property of the
Trust for the enforcement of claims against the Trust, as neither the Trustees,
officers, agents or shareholders assume any personal liability for obligations
entered into on behalf of the Trust.
OLYMPIC TRUST FIRST WISCONSIN TRUST COMPANY
By: /s/ XXXXXX XXXXXX By: /s/ XXXXX X. XXXXX
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Attest: Attest: /s/ XXXXXX LYDOPH
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Assistant Secretary
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FIRST WISCONSIN TRUST COMPANY
MUTUAL FUND SERVICES
SHAREHOLDER ACCOUNTING SERVICES
NO-LOAD FUNDS
ANNUAL FEE SCHEDULE
Features
- Quarterly Dividends
- Telephone Exchange
- Telephone Redemption
Annual Fee Schedule
$10.00 per Shareholder Account on the first 10,000 accounts
$ 9.50 per Shareholder Account on the next 10,000 accounts
$ 9.00 per Shareholder Account on the next 40,000 accounts
$ 8.50 per Shareholder Account on the next 40,000 accounts
$ 8.00 per Shareholder Account on the balance
Minimum annual fees of $18,000 for the first fund and $6,000 for
each additional fund.
- $7.50 per Federal Wire Transfer
- $5.00 per Exchange
- $2.00 per Shareholder Account for daily accrual and/or monthly
dividends
Fees Billed Monthly
Plus Out-of-Pocket Expenses including, but not limited to:
- Telephone
- Postage
- Programming
- Retention of Records
- Stationary/Envelopes
- Mailing
- Insurance
- Proxies
- Microfilm/Fiche of Records
- Special Reports
- All Other Out-of-Pocket Expenses
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AMENDMENT TO SHAREHOLDER SERVICING AGREEMENT
The Shareholder Servicing Agreement made and entered into on January 31, 1990 by
and between Olympic Trust, A Massachusetts business Trust (Hereinafter referred
to as the "Trust") and Firstar Trust Company, a Corporation organized under the
laws of the state of Wisconsin, (hereinafter referred to as "Agent") is hereby
amended to add the following paragraph:
17, Additional Series. Olympic Trust is authorized to issue separate classes of
shares of beneficial interest representing interests in separate investment
portfolios. There are currently seven portfolios covered by this agreement,
Equity Fund for Insurance Co's, The Equity Income, Balanced Income, Small Cap,
International, Low Duration, and Short Term Investment Portfolios. The parties
intend that each portfolio established by the Trust, now or in the future, be
covered by the terms & conditions of this agreement.
Dated this 25th day of May, 1993
Attest: FIRSTAR TRUST COMPANY
/s/ XXXXXXXX X. xx XXXXXXXX /s/ XXX X. XXXXXXX
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Assistant Secretary Vice President
Attest: OLYMPIC TRUST
/s/ XXXXXX XXXXXX /s/ XXXXXX XXXXXX
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Assistant Secretary
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FIRSTAR TRUST COMPANY
MUTUAL FUND SERVICES
SHAREHOLDER ACCOUNTING SERVICES
NO-LOAD FUNDS
ANNUAL FEE SCHEDULE
ANNUAL FEE SCHEDULE
- $13.00 per shareholder account
- Minimum annual $6,000
- $2.00 per shareholder account for daily accrual and/or monthly
dividends
- Plus out-of-pocket expenses, including but not limited to:
- Telephone - toll-free lines
- Postage
- Programming
- Stationery/envelopes
- Mailing
- Insurance
- Proxies
- Retention of records
- Microfilm/fiche of records
- Special reports
- All other out-of-pocket expenses
- Fees are billed monthly
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FIRSTAR TRUST COMPANY
MUTUAL FUND SERVICES
SHAREHOLDER ACCOUNTING SERVICES
NO-LOAD FUNDS
ANNUAL FEE SCHEDULE
FOR
OLYMPIC LOW DURATION FUND
OLYMPIC SHORT TERM INVESTMENT FUND
ANNUAL FEE SCHEDULE
- $11.00 per shareholder account on the first 20,000 accounts
$10.50 per shareholder account on the next 40,000 accounts
$10.00 per shareholder account on the balance
- $6,000 annual minimum fee for each fund
- $2.00 per shareholder account for daily accrual and/or monthly
dividends
- Plus out-of-pocket expenses, including but not limited to:
- Telephone - toll-free lines
- Postage
- Programming
- Stationery/envelopes
- Mailing
- Insurance
- Proxies
- Retention of records
- Microfilm/fiche of records
- Special reports
- All other out-of-pocket expenses
- Fees are billed monthly