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EXHIBIT 9(i)
TEMPORARY INVESTMENT FUND, INC.
TRUST FOR FEDERAL SECURITIES
MUNICIPAL FUND FOR TEMPORARY INVESTMENT
MUNICIPAL FUND FOR NEW YORK INVESTORS, INC.
MUNICIPAL FUND FOR CALIFORNIA INVESTORS, INC.
(the "Companies")
Bellevue Park Corporate Center
000 Xxxxxxxx Xxxxxxx
Xxxxxxxxxx, Xxxxxxxx 00000
SERVICING AGREEMENT
(Dollar Shares)
Ladies and Gentlemen:
This is a Servicing Agreement between each of the registered investment
companies which has executed this Agreement (each a "Company") and whose name
is set forth below and you as the Servicer named below concerning the provision
of support services to your customers and customers of affiliated banks
(collectively, "customers") who may from time to time beneficially own Dollar
Shares of one or more of a Company's investment portfolios (individually, a
"Fund" and collectively, the "Funds"). Each of the Funds whose shares are
currently being offered are listed on Appendix A. As used herein, "you" means
the Servicer which has executed this Agreement and "we" (or "us") means each
Company which has executed this Agreement singly and not as a group, and each
Company shall for all purposes have responsibilities hereunder only with respect
to the Dollar Shares of its Fund or Funds and under no circumstances have any
liability or obligation with respect to any other Fund or Company,
notwithstanding the use of the word "us" or "we."
The terms and conditions of this Servicing Agreement are as follows:
Section 1. You agree to provide the following support services to customers who
may from time to time beneficially own a Fund's Dollar Shares: (i) answering
client inquiries regarding account status and history, the manner in which
purchases, exchanges and redemptions of shares may be effected and certain
other matters pertaining to the clients' investments; (ii) assisting clients in
designating and changing dividend options, account designations and addresses;
(iii) arranging for bank wires; (iv) responding to customer inquiries relating
to the services performed by you; (v) implementing marketing and promotional
activities, including direct mail; (vi) distributing sales literature; (vii)
providing for sales support services such as for telephone facilities; and
(viii) paying commissions, incentive compensation or other compensation, and
expenses of, account executives or other employees of Service Organization,
attributable to sales support activities;
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and (ix) providing such other similar services as we may reasonably request to
the extent you are permitted to do so under applicable statutes, rules or
regulations. You will provide to customers a schedule of all fees that you may
charge to them relating to the investment of their assets in a Fund's Dollar
Shares.
SECTION 2. You will provide such office space and equipment, telephone and
personnel (which may be any part of the space, equipment and facilities
currently used in your business, or any personnel employed by you) as may be
reasonably necessary or beneficial in order to provide the aforementioned
services to customers.
SECTION 3. Neither you nor any of your officers, employees or agents are
authorized to make any representations concerning us or a Fund's Dollar Shares
except those contained in our then current prospectus for such shares, copies
of which will be supplied by us to you, or in such supplemental literature or
advertising as may be authorized by us in writing.
SECTION 4. For all purposes of this Agreement you will be deemed to be an
independent contractor, and will have no authority to act as agent for us in any
matter or in any respect. By your written acceptance of this Agreement, you
agree to and do release, indemnify and hold us harmless from and against any and
all direct liabilities or losses resulting from requests, directions, actions or
inactions of or by you or your officers, employees or agents regarding your
responsibilities hereunder or the purchase, redemption, transfer or registration
of Dollar Shares by or on behalf of customers. You and your employees will, upon
request, be available during normal business hours to consult with us or our
designees concerning the performance of your responsibilities under this
Agreement.
SECTION 5. In consideration of the services and facilities provided by you
hereunder, we will pay to you, and you will accept as full payment therefor, a
fee at the annual rate of .25 of 1% of the average daily net asset value of a
Fund's Dollar Shares held of record by you from time to time on behalf of
customers (the "customers' Dollar Shares"), which fee will be computed daily
and payable monthly. For purposes of determining the fees payable under this
Section 5, the average daily net asset value of the customers' Dollar Shares
will be computed in the manner specified in our registration statement (as the
same is in effect from time to time) in connection with the computation of the
net asset value of a Fund's Dollar Shares for purposes of purchases and
redemptions. The fee rate stated above may be prospectively increased or
decreased by us, in our sole discretion, at any time upon notice to you.
Further, we may, in our discretion and without notice, suspend or withdraw the
sale of such Dollar Shares, including the sale of such shares to you for the
account of any customer(s).
SECTION 6. Any person authorized to direct the disposition of monies paid or
payable by us pursuant to this Agreement will provide to the respective Board
of Directors/Trustees, and the Directors/Trustees will review, at least
quarterly, a written report of the amounts so expended and the purposes for
which such expenditures were made. In addition, you will furnish us or our
designees with such information as we or
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they may reasonably request (including, without limitation, periodic
certifications confirming the provision to customers of the services described
herein), and will otherwise cooperate with us and our designees (including,
without limitation, any auditors designated by us), in connection with the
preparation of reports to our Board of Directors/Trustees concerning this
Agreement and the monies paid or payable by us pursuant hereto, as well as any
other reports or filings that may be required by law.
SECTION 7. We may enter into other similar Servicing Agreements with any other
person or persons without your consent.
SECTION 8. By your written acceptance of this Agreement, you represent, warrant
and agree that: (i) in no event will any of the services provided by you
hereunder be primarily intended to result in the sale of any shares issued by
us; and (ii) the compensation payable to you hereunder, together with any other
compensation you receive from customers for services contemplated by this
Agreement, will not be excessive or unreasonable under the laws and instruments
governing your relationships with customers.
SECTION 9. This Agreement will become effective on the date a fully executed
copy of this Agreement is received by us or our designee. Unless sooner
terminated, this Agreement will continue until the March 31 next occurring
after the date hereof, and thereafter will continue automatically for
successive annual periods provided such continuance is specifically approved at
least annually by us in the manner described in Section 12 hereof. This
Agreement is terminable, without penalty, at any time by us (which termination
may be by vote of a majority of our Disinterested Directors/Trustees as
defined in Section 12 hereof) or by you upon notice to the other party hereto
(or parties, as the case may be).
SECTION 10. All notices and other communications to either you or us will be
duly given if mailed, telegraphed, telexed or transmitted by similar
telecommunications device to the appropriate address shown above.
SECTION 11. This Agreement will be construed in accordance with the laws of the
State of Delaware and is non-assignable by the parties hereto.
SECTION 12. This Agreement has been approved by vote of a majority of (i) a
Company's Board of Directors/Trustees and (ii) those Directors/Trustees who are
not "interested persons" (as defined in the Investment Company Act of 1940) of
the Company and have no direct or indirect financial interest in the operation
of the Restated Shareholder Services Plan adopted by us regarding the provision
of support services to the beneficial owners of Dollar Shares or in any
agreements related thereto ("Disinterested Directors/Trustees"), cast in person
at a meeting called for the purpose of voting on such approval.
SECTION 13. All persons dealing with "Trust for Federal Securities," "Municipal
Fund For Temporary Investment," "Municipal Fund For California Investors,
Inc.," "Municipal Fund For New York Investors, Inc.," or the "Trustees" of
any such Company must look solely to that
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Company's property for the enforcement of any claims against the Company, as
neither the Trustees, officers, agents nor shareholders assume any personal
liability for obligations entered into on a Company's behalf.
If you agree to be legally bound by the provisions of this Agreement, please
sign a copy of this letter where indicated below and promptly return it to us,
PFPC INC., c/o XXXXXX XXXXXXXX AT BELLEVUE CORPORATE CENTER, 000 XXXXXXXX
XXXXXXX, XXXXXX XXXXX, XXXXXXXXXX, XX 00000.
Very truly yours,
TEMPORARY INVESTMENT FUND, INC.
TRUST FOR FEDERAL SECURITIES, INC.
MUNICIPAL FUND FOR TEMPORARY INVESTMENT
MUNICIPAL FUND FOR NEW YORK INVESTORS, INC.
MUNICIPAL FUND FOR CALIFORNIA INVESTORS, INC.
ACCEPTED AND AGREED TO:
BY:
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Provident Advisors, Inc.
DATE:
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APPENDIX A
Please check the appropriate boxes to indicate the Funds of the
Companies for which you wish to act as a Service Organization with respect to
Dollar Shares:
TEMPORARY INVESTMENT FUND, INC.
TempFund Dollar Shares (Class B - Special Series 1)
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TempCash Dollar Shares (Class C Shares)
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TRUST FOR FEDERAL SECURITIES
FedFund Dollar Shares
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T-Fund Dollar Shares
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FedCash Dollar Shares
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T-Cash Dollar Shares
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Federal Trust Dollar Shares
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X Treasury Trust Dollar Shares
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Short Government Dollar Shares
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Intermediate Government Dollar Shares
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MUNICIPAL FUND FOR TEMPORARY INVESTMENT
MuniFund Dollar Shares
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MuniCash Dollar Shares
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Intermediate Municipal Dollar Shares
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MUNICIPAL FUND FOR NEW YORK INVESTORS, INC.
New York Money Dollar Shares
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MUNICIPAL FUND FOR CALIFORNIA INVESTORS, INC.
California Money Dollar Shares
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California Intermediate Dollar Shares
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SIGNED:
----------------------- COMPANY:
(TITLE) --------
DATED:
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