EXHIBIT 9(A)
Transfer and Dividend Disbursing Agent Agreement
------------------------------------------------
X. X. XXXXXXX AND COMPANY
CONTRACT FOR
PRINCIPAL PRESERVATION
PORTFOLIOS, INC.
September , 1990
----
Principal Preservation Portfolios, Inc.
Attn: Xx. Xxxxx X. Xxxxxxx
000 Xxxxx Xxxx Xxxxxx
Xxxx Xxxx, XX 00000
Dear Xx. Xxxxxxx:
Principal Preservation Portfolios, Inc. (the "Fund") is engaged in the business
of an investment company. The Board of Directors of the Fund has selected X. X.
Xxxxxxx and Company ("Agent") to act as Transfer Agent, Dividend Disbursing
Agent and Shareholders' Servicing Agent for the Fund and Plan Agent and Escrow
Agent for the Funds' shareholders, and you are willing to act as such Agent and
perform the respective duties and functions thereof in the manner and on the
conditions hereinafter set forth. Accordingly, the Fund hereby agrees with
Agent as follows:
1. Appointment and Term. Pursuant to a resolution of the Board of Directors
--------------------
of the Fund, a certified copy of which will be provided to Agent, Agent
agrees to act as Agent for the Fund in the capacities listed above for a
term effective as of January 1, 1991 and continuing until December 31,
1991.
2. Copies of Corporate Documents. The Fund will furnish Agent promptly with
-----------------------------
copies of any Registration Statements now in effect or hereafter filed by
it with the Securities and Exchange Commission under the Securities Act of
1933, as amended, or the Investment Company Act of 1940, as amended,
together with any financial statements and Exhibits included therein, and
all amendments or supplements thereto hereafter filed.
3. Transfer of Shares. Agent is authorized to transfer on our records from
------------------
time to time Shares for which certificates are surrendered to Agent in
proper form for transfer, and, upon cancellation and destruction thereof,
to countersign, register and issue new certificates for the same number of
Shares and to deliver them pursuant to instructions received from the
transferor. Agent is authorized to transfer on our records from time to
time Shares for which no certificates are issued upon surrender to Agent of
sufficient documentation in proper form to effect such transfer.
4. Share Certificates. The Fund shall supply Agent with a sufficient supply
------------------
of blank share certificates representing the Shares, in the form approved
from time to time by the Board of Directors of the Fund, and, from time to
time, shall replenish such supply upon your request. Such blank stock
certificates shall be properly signed, manually or by facsimile signature,
by the duly authorized officers of the Fund, and shall bear the corporate
seal or facsimile thereof of the Fund; and notwithstanding the death,
resignation or removal of any officer of the Fund authorized to sign such
share certificates, Agent may continue to countersign certificates which
bear the manual or facsimile signature of such officer until otherwise
directed by the Fund.
5. Lost or Destroyed Certificates. In case of the alleged loss or destruction
------------------------------
of any certificate of stock, no new certificate shall be issued in lieu
thereof, unless there shall first be furnished an appropriate bond
satisfactory to Agent and the Fund, and issued by a comparable surety
company satisfactory to Agent.
6. Receipt of Funds for Investment. Upon receipt of any check drawn or
-------------------------------
endorsed to Agent as agent for, or otherwise identified as being for the
account of, the Fund, or X. X. Xxxxxxx and Company as the principal
underwriter of the Fund (hereinafter referred to as the "Principal
Underwriter"), Agent will stamp the check with the date of receipt,
determine the amount thereof due the Fund, and the Principal Underwriter,
respectively, deposit the portion due the Principal Underwriter in its
account with such bank as may from time to time be designated by the
Principal Underwriter, deposit the net amount due the Fund in its custodial
account with X. X. Xxxxxxx and Company (the "Depository") or any successor
thereto as depository for the Fund, notify the Principal Underwriter and
Depository respectively, of such deposits, such notification to be given as
soon as practicable on the next business day stating the total amount
deposited to said accounts during the previous business day. Such
notification shall be confirmed in writing.
7. Shareholder Accounts. Upon receipt of any check referred to in paragraph 6
--------------------
hereof, Agent will compute the number of Shares due to the shareholder
according to the price of the Fund Shares in effect for purchases made on
the date of such receipt as set forth in the Fund's current Prospectus,
and:
(a) In the case of a new shareholder, open and maintain a bookshare
account for such shareholder in the name or names set forth in the
subscription application form in the appropriate Portfolio;
(b) If specifically requested in writing by the shareholder, countersign,
issue and mail, by first class mail, to the shareholder at his address
as set forth on such application, a share certificate for full shares
of the appropriate Portfolio of the Fund;
(c) Send to the shareholder a confirmation indicating the amount of full
and fractional shares purchased (in the case of fractional shares,
rounded to three decimal places), the price per share and a historical
confirmation of any transactions made on the shareholder's account
since the inception of the calendar year in which such investment is
made; and
(d) In the case of request to establish an accumulation plan, group
program, withdrawal plan or other plan or program being offered by
this Funds' current Prospectus, open and maintain such plan or program
for the shareholder in accordance with the terms thereof;
all subject to any reasonable instructions which the Principal Underwriter
or the Fund may give to Agent with respect to rejection of orders for
Shares.
8. Unpaid Checks and Drafts. In the event that any check or other order for
------------------------
payment of money on the account of any shareholder or new investor is
returned unpaid for any reason, Agent will:
(a) Give prompt notification to the Fund of such non-payment; and
(b) Take such other steps, including redepositing such check for
collection or redelivering such check to the shareholder or new
investor and placing a stop transfer order against any Shares held by
him, as the Fund or the Principal Underwriter may instruct Agent.
9. Sales Charge. In computing the number of Shares to credit to the account
------------
of a shareholder pursuant to paragraph 7 hereof, Agent will calculate the
total of the applicable Principal Underwriter and representative sales
charges with respect to each purchase as set forth in the Fund's current
Prospectus and in accordance with any notification filed with respect to
combined and accumulated purchases; Agent will also determine the portion
of each sales charge payable by the Principal Underwriter to the
representative participating in the sale in accordance with such schedules
as are from time to time delivered by the Principal Underwriter to Agent;
provided, however, Agent shall have no liability hereunder growing out of
the incorrect selection by Agent of the gross rate of sales charges except
that this exculpation shall not apply in the event the rate is specified by
the Principal Underwriter or the Funds and Agent fail to select the rate
specified.
10. Dividends and Distributions. The Fund will promptly notify Agent of the
---------------------------
declarations of any dividend or distribution with respect to Shares. Agent
will, twenty-four (24) hours prior to the payment date of any such dividend
or distribution, notify the Fund of the total number of Shares issued and
outstanding as of the record date for such dividend or distribution and the
amount of cash required to pay such dividend or distribution. The Fund
agrees that on or before the mailing date of such dividend or distribution
it will instruct the Depository to make available to Agent sufficient funds
in the dividend and distribution account maintained by the Fund with the
Depository to pay such dividend and distribution. Agent will prepare and
mail to shareholders any checks to which they are entitled by reason of any
dividend or distribution and, in the case of shareholders entitled to
receive additional Shares by reason of any such dividend or distribution,
Agent will make appropriate credits to their bookshare accounts or prepare
and mail to shareholders certificates, if any, in accordance with their
requests submitted in writing. No later than 1:00 P.M. on any dividend or
distribution payment date, Agent shall inform the Fund of the total number
of full and fractional Shares reinvested by shareholders. Each such
shareholder shall be notified of any dividend and distribution on their
next regularly scheduled statement of account, including the amount of any
reinvested Shares and copies of such notices shall also be sent to such
shareholders' dealers.
11. Repurchases and Redemptions. Agent will receive and stamp with the date
---------------------------
all certificates and requests delivered to Agent for repurchase or
redemption of Shares and Agent will process such repurchases as agent for
the Principal Underwriter and such redemptions as agent for the Fund as
follows:
(a) If such certificate or request complies with the standards for
repurchase or redemption as approved by the Fund, Agent will, on or
prior to the seventh calendar day succeeding the receipt of any such
request for repurchase or redemption in good order, pay from funds
available from time to time in the repurchase and redemption account
maintained by the Fund for the particular Portfolio with Depository,
the appropriate repurchase or redemption price, as the case may be, to
the shareholder as set forth in the current Prospectus of the Fund;
(b) If such certificate or request does not comply with said standards for
repurchases or redemptions as approved by the Fund, Agent will
promptly notify the shareholder of such fact, together with the reason
therefor, and shall effect such repurchase or redemption at the price
in effect at the time of receipt of documents complying with said
standards, or, in the case of a repurchase, at such other time as the
Principal Underwriter shall so direct; and
(c) Agent shall notify the Fund and the Principal Underwriter as soon as
practicable on each business day of the total number of Shares covered
by requests for repurchase or redemption in each Portfolio which were
received by Agent in proper form on the previous business day, such
notification to be confirmed in writing.
12. Systematic Withdrawal Plans. Agent will process systematic withdrawal
---------------------------
orders pursuant to the provisions of withdrawal plans duly executed by
Shareholders and the current Prospectus of the Fund. Payment upon such
withdrawal orders shall be made by Agent from the appropriate account
maintained by the Fund with Depository approximately the 25th day of each
month in which a payment has been requested, and Agent, on or after the
fifth business day prior to the payment date, will withdraw from a
shareholder's account and present for repurchase or redemption as many
shares as shall be sufficient to make such withdrawal payment pursuant to
the provisions of the shareholder's withdrawal plan and the current
Prospectus of the Fund. From time to time on new systematic withdrawal
plans, a check for a payment date already past may be issued upon request
by the shareholder.
13. Letters of Intent. Agent will process such letters of intent for investing
-----------------
Shares as are provided for in the Fund's current Prospectus and Agent will
act as Escrow Agent pursuant to the terms of such letters of intent duly
executed by shareholders. Agent will make appropriate deposits to the
account of the Principal Underwriter for the adjustment of sales charges as
therein provided and will currently report the same to the Principal
Underwriter.
14. Wire-Order Purchases and Redemptions. Wire-Order redemption and sale
------------------------------------
orders will be incorporated into the Fund's clearance file with Agent.
Agent will send written confirmations to the participating dealers
containing all details of the wire-order purchases placed by each such
dealer by close of business on the business day following receipt of such
orders by Agent or the Principal Underwriter, with copies to the Fund and
the Principal Underwriter. Upon receipt of any check drawn or endorsed to
the Fund (or Agent, as agent) or otherwise identified as being payment of
an outstanding wire-order, Agent will stamp said check with the date of its
receipt and deposit the amount represented by such check to the Fund's
deposit account maintained with Agent. No later than 9:30 A.M. on the
third day following such deposit, Agent will by bank wire transfer Federal
Funds in an amount equal to the net asset value of the Shares so purchased
to the Fund's custodial accounts at the Depository. Agent will compute the
respective portions of such deposit which represent the sale charge and the
net asset value of the Shares so purchased and will notify the Fund and the
Principal Underwriter before noon of each business day of the total amount
deposited in the Fund's deposit account during the previous business day.
Agent will remit to the Principal Underwriter the commissions earned by the
Principal Underwriter on the 20th and the last day of each calendar month.
Upon receipt of any such purchase order, Agent will compute the number of
Shares due to the investor and:
(a) upon receipt of payment and registration instructions, issue the
number of Shares to the investor; or
(b) in the absence of registration instructions, place the paid order into
a paid-and-waiting status; or
(c) in the case of an existing shareholder, credit the bookshare account
of said investor with such number of Shares; or
(d) in the case of a new investor, open a bookshare account for such
investor in the name or names and address set forth in the
instructions received from the participating dealer, and credit the
account with such number of Shares; or
(e) if specifically requested in writing by the dealer, countersign, issue
and mail, by first class mail, a stock certificate for full Shares,
together with a refund check equal to any excess of the amount of
payment over the total purchase price, if any, in accordance with the
participating dealer's instructions; and
(f) send to the shareholder a confirmation (copy to the participating
dealer) indicating the amount of full and fractional Shares purchased
(in case of fractional shares, rounded to three decimal places), the
price per share, and a historical confirmation of all transactions
made in the shareholder's account since the beginning of the calendar
year in which such investment was made; and
(g) in the event that payment for a purchase order is not received by
Agent on the seventh business day following receipt of the order,
prepare a notification to the participating dealer that the trade is
in a warning status and forward such notification to the Principal
Underwriter; and in the event that payment for a purchase order is not
received by Agent on the tenth business day following receipt of the
order, prepare a NASD "notice of failure of dealer to make payment"
and forward such notification to the Principal Underwriter.
15. Special Projects. Special projects, not included in the fee schedule and
----------------
requested by proper instructions from the Fund shall be completed by the
Agent and invoiced to the Fund as mutually agreed upon.
16. Other Plans. Agent will process such accumulation plans, group programs,
-----------
exchange programs, reinvestment programs, money market deposit accounts or
transfers to and from money market funds, and other plans or programs for
investing in Shares as are provided for in the Fund's then current
Prospectus and will act as plan agent for shareholders pursuant to the
terms of such plans and programs duly executed by such shareholders. If
such services differ materially from those described in the Fund's current
prospectus, the compensation provided in section 22 hereof shall be
adjusted by mutual agreement of the parties.
17. Tax Returns and Reports. In the event that the Fund revises its investment
-----------------------
objectives and policies to provide for the payment of dividends and other
distributions to its shareholders, Agent will prepare, file with the
Internal Revenue Service and, if required, mail to shareholders such
returns for reporting dividends and distributions paid by the Fund as are
required to be so prepared, filed and mailed by applicable laws, rules and
regulations; and Agent will withhold such sums as are required to be
withheld under applicable federal and state income tax laws, rules and
regulations.
18. Record Keeping. Agent will maintain records, which at all times will be
--------------
the property of the Fund and available for inspection by the Fund and
Principal Underwriter, showing for each shareholder's account in each
Portfolio the following:
(a) Name and address;
(b) Number of Shares held and number of Shares for which certificates have
been issued;
(c) Historical information regarding the account of each shareholder,
including dividends and distributions paid and the date and price for
all transactions on a shareholder's account;
(d) Any stop or restraining order placed against a shareholder's account;
(e) Any instructions as to withdrawal orders under withdrawal plans,
letters of intent, dividend address, and any correspondence or
instructions relating to the current maintenance of a shareholder's
account.
Agent shall be obligated to maintain at your expense those records
necessary to carry out your duties hereunder. The remaining records will
be preserved by Agent, at our expense, in a manner that shall be determined
before any change in the status of said records is made by Agent.
19. Other Information Furnished. Agent will furnish to the Fund and the
---------------------------
Principal Underwriter such other information, including shareholder lists
and statistical information as may be agreed upon from time to time between
Agent and the Fund. Agent shall notify the Fund of any request or demand
to inspect the stock books of the Fund and will act upon the instructions
of the Fund as to permitting or refusing such inspection.
20. Correspondence. Agent will answer promptly that correspondence from
--------------
shareholders, representatives, the Fund and the Principal Underwriter
relating to your duties hereunder and such other correspondence as may from
time to time be mutually agreed upon between Agent and the Fund.
21. Communications to Shareholders and Meetings. Agent will address and mail
-------------------------------------------
all communications by the Fund and each of its Portfolios to their
shareholders, including financial reports to shareholders, proxy material
for meetings of shareholders and periodic communications to shareholders.
Agent will receive and examine return proxy cards for meetings of
shareholders and tabulate and certify the vote to the Fund.
22. Compensation. Agent will receive a fee as specified in Schedule A hereto,
------------
payable monthly by each Portfolio for each shareholder account existing
during such month for the performance of all your duties and
responsibilities hereunder, provided further that Agent will be entitled to
additional reasonable compensation in connection with more than one annual
proxy solicitation and in connection with any communications to
shareholders in addition to those currently being distributed. From time
to time, the Fund may request additional reports, dates and/or services
which will be provided by Agent in accordance with our mutual agreement as
to additional reasonable fees. The fee provided for hereunder will not be
increased for one year.
23. Out-of-Pocket Expenses; Reimbursements. The Fund agrees to reimburse Agent
--------------------------------------
for any supplies or equipment ordered by the Fund through Agent, and for
any out-of-pocket expenses Agent may incur, including but not limited to
expenses for stationery, postage, telephone and telegraph line toll
charges, data communications, lines, modems, reasonable travel and living
expenses.
24. Use of Your Name. The Fund will not use your name in any prospectus, sales
----------------
literature or other material relating to the Fund in a manner not approved
by Agent in writing before such use, provided, however, that Agent hereby
agrees to consent to all uses of your name which merely refer in accurate
terms to your appointments hereunder or which are required by the
Securities and Exchange Commission or a state securities commission, and
provided, further, that in no case will such approval be unreasonably
withheld.
25. Duty of Care and Indemnification. Agent shall at all times use reasonable
--------------------------------
care and act in good faith in performing your duties hereunder. Without
limiting the generality of the foregoing, Agent shall not be liable or
responsible for delays or errors occurring by reason of circumstances
beyond your control, including acts of civil or military authority,
national or state emergencies, an announced employee strike significant
enough to cease mutual fund transfer operations, fire, mechanical
breakdown, flood or catastrophe, acts of God, insurrection, war, riots, or
failure of transportation, communication or power supply. You shall not be
responsible for and the Fund will indemnify you for any losses or damages
arising out of the offer or sale of shares of the Fund in violation of
federal securities laws or regulations or any state securities laws or
regulations. The Fund will indemnify and hold Agent harmless against any
and all losses, claims, damages, liabilities or expenses (including
reasonable counsel fees and expenses) resulting from any claim, demand,
action or suit not resulting from your bad faith or negligence, and arising
out of, or in connection with your duties on behalf of the Fund hereunder.
In addition, the Fund will indemnify and hold Agent harmless against any
and all losses, claims, damages, liabilities or expenses, (including
reasonable counsel fees and expenses) resulting from any claim, demand,
action or suit as a result of the negligence of the Fund or the Principal
Underwriter (unless contributed to by your negligence or bad faith), or as
a result of your acting upon any instructions executed or orally
communicated only by a duly authorized officer or employee of the Fund or
the Principal Underwriter, according to such lists of authorized officers
and employees furnished Agent and as amended from time to time in writing
by the President or Executive Vice President, or as a result of acting in
reliance upon written or oral advice given by Counsel for the Fund, or as a
result cf acting in reliance upon any genuine instrument or stock
certificate signed, counter-signed or executed by any person or persons
authorized to sign, counter-sign or execute the same. In order for this
paragraph to apply, it is understood that if in any case the Fund may be
asked to indemnify or hold Agent harmless, the Fund shall be advised of all
pertinent facts concerning the situation in question, and it is further
understood that Agent will use reasonable care to identify and notify the
Fund promptly concerning any situation which presents or appears likely to
present a claim for indemnification against the Fund. The Fund shall have
the option to defend Agent against any claim which may be the subject of
this indemnification and in the event that the Fund so elects, it will so
notify Agent and thereupon the Fund shall take over complete defense of the
claim and Agent shall sustain no further legal or other expenses in such
situation for which Agent shall seek indemnification under this paragraph.
Agent will in no case confess any claim or make any compromise in any case
in which the Fund will be asked to indemnify Agent except with the Fund's
prior written consent.
26. Notices. Notices or other communications hereunder shall be in writing and
-------
shall be deemed effective when served or otherwise delivered to either
party hereto at the addresses set forth in this agreement, or at such other
addresses as the parties hereto may designate by notice to each other.
27. Further Assurances. Each party agrees to perform such further acts and
------------------
execute such further documents as are necessary to effectuate the purposes
hereof.
28. Termination. Neither this agreement nor any provisions hereof may be
-----------
changed, waived, discharged or terminated orally, but only by an instrument
in writing which shall make specific reference to this agreement and which
shall be signed by the party against which enforcement of such change,
waiver, discharge or termination is sought. Notwithstanding anything
contained herein to the contrary, this Agreement may be terminated at any
time, without penalty or other payment, upon ninety (90) days' written
notice given by one party to the other.
Upon termination hereof, the Fund shall pay to Agent such compensation as
may be due to Agent as of the date of such termination, and shall likewise
reimburse Agent for any out-of-pocket expenses and disbursements reasonably
incurred by Agent to such date. In the event that in connection with
termination a successor to any of your duties or responsibilities hereunder
is designated by the Fund by written notice to Agent, Agent shall, promptly
upon such termination and at the expense of the Fund, transfer to such
successor a certified list of the shareholders of the Fund (with name,
address and tax identification or Social Security number), a record of the
account of such shareholder and the status thereof, and all other relevant
books, records and other data established or maintained by Agent under this
agreement and shall cooperate in the transfer of such duties and
responsibilities, including provision for assistance from your cognizant
personnel in the establishment of books, records and other data by such
successor.
29. Compliance.
----------
(a) The Fund shall advise Agent by written instructions as to the states
in which the Shares are eligible for sale and the amount in Shares
eligible for sale in each such state, and shall advise Agent by
written instructions of any change in such information. Agent shall
maintain and update the records accordingly and shall communicate the
amount in Shares sold to residents of each such state (as indicated by
the shareholder's account application or other written communication
to Agent) and shall promptly advise the Fund when the amount in Shares
so sold reaches a percentage (as specified by written instruction of
the Fund) of the amount in Shares so registered.
(b) Agent agrees to perform the duties and functions set forth herein so
as to comply at all times with any law, statutes, or rules and
regulations as in effect from time to time which apply to Agent's
responsibilities as Shareholder Servicing Agent, including but not
limited to Section 17A of the Securities Exchange Act of 1934 and the
rules promulgated by the Securities and Exchange Commission
thereunder.
The Fund assumes full responsibility for the preparation, contents,
and distribution of each prospectus of the Fund and for complying with
all applicable requirements of the Investment Company Act of 1940, as
amended, and any laws, rules and regulations of governmental
authorities having jurisdiction.
(c) In any case in which Agent is required under the terms of this
Agreement to take any action in accordance with the current Prospectus
of the Fund, Agent may request written instructions from the Fund
concerning the proper construction of any provisions of such
Prospectus of which Agent is uncertain. Agent may, but is not
obligated to, act in reliance on any such written instructions. If no
written instructions are given by the Fund within five business days
of such a request, or if Agent cannot practicably comply with any such
written instructions, Agent shall be deemed to have acted properly if
it takes any reasonable action with respect to such provision.
The Fund agrees to provide Agent copies of any amended or supplemented
Prospectus. The Fund further agrees that it will not amend or
supplement its Prospectus in such a way as to increase the responsi-
bilities or liabilities of Agent hereunder without Agent's prior
written consent.
(d) This Agreement shall extend to and shall be binding upon the parties
hereto, and their respective successors and assigns, provided,
however, that this Agreement shall not be assignable by the Fund
without the written consent of the Fund, authorized or approved by a
resolution of its Board of Directors.
(e) Agent will address and mail all communications by the Fund to its
shareholders as requested by the Fund promptly following the delivery
by the Fund of the materials to be mailed. Agent shall mail
communications to shareholders in the manner and with the time
required by the Securities Exchange Act of 1934, and the rules and
regulations thereunder (provided the Fund delivers such communication
sufficiently early and in such form as to permit Agent to meet such
requirements), and Agent shall maintain all records required to comply
with such requirements.
30. Miscellaneous. This agreement shall be construed and enforced in
-------------
accordance with and governed by the laws of the State of Wisconsin. The
captions in this agreement are included for convenience of reference only
and in no way define or limit any of the provisions hereof or otherwise
affect their construction or effect. This agreement may be executed
simultaneously in two or more counterparts, each of which shall be deemed
an original, but all of which taken together shall constitute one and the
same instrument.
31. Confidentiality of Fund Records and Information. Agent agrees to maintain
-----------------------------------------------
in absolute confidence all Fund records and information, including, but not
limited to the identity, address or any other identifying information with
respect to Fund shareholders; and not to disclose any such information to
any person, except as directed by the Fund or required by law.
The Fund acknowledges that Agent and its affiliates currently provide
financial services in the same geographical areas as the Fund and therefore
may currently have mutual clients and that Agent or its affiliates may in
its regular course of business solicit current or future clients of the
Fund without obtaining any information from Fund records and without the
knowledge that such person is a shareholder in the Fund.
In no event shall Agent and its affiliates be required to determine whether
or not individuals are shareholders of the Fund before soliciting their
business.
32. Remedies Available to Fund. In addition to any other remedies that may be
--------------------------
available to the Fund in the event Agent breaches its responsibilities
under Section 31, the Fund shall be entitled to:
(a) Terminate this Agreement; and/or
(b) To petition any court of competent jurisdiction, without notice and
without further consent from Agent, for an order prohibiting and
restraining Agent from further breach of Section 31.
OTHER THAN WITH RESPECT TO A BREACH OF SECTION 31, AGENT SHALL NOT BE LIABLE TO
THE FUND, ANY PORTFOLIO OF THE FUND, OR TO ANY THIRD PARTY, FOR ANY DAMAGES,
INCLUDING SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS OR A LOSS
OF BUSINESS, ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF
PREVIOUSLY INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE
FORM OF ACTION.
If Agent is in agreement with the foregoing, please sign the form of acceptance
on the accompanying counterpart of this letter and return such counterpart to
the Fund whereupon this letter shall become a binding contract.
PRINCIPAL PRESERVATION
PORTFOLIOS, INC.
Attest:
By: /s/ X. Xxxx By: /s/ Xxxxxx X. Xxxxxxxxx
----------------------------- ----------------------------
Title: Vice President Title: Vice President
-------------------------- --------------------------
Date: 12/31/91 Date: 12/31/91
--------------------------- ---------------------------
The foregoing agreement is hereby accepted as of the date hereof.
X. X. XXXXXXX AND COMPANY
Attest:
By: /s/ X. X. Xxx Xxxx By: /s/ X. X. Xxxxxxx
---------------------------- -------------------------------
Title: Senior Vice President Title: Chief Executive Officer
-------------------------- ----------------------------
Date: 12/31/91 Date: 12/31/91
--------------------------- ----------------------------
Schedule A
----------
X. X. XXXXXXX AND COMPANY
MUTUAL FUND SERVICES
FOR
PRINCIPAL PRESERVATION
FOR THE PERIOD JANUARY 1, 1996
THROUGH DECEMBER 31, 1996
Tax-Exempt Portfolio
Government Portfolio
Insured Tax-Exempt Portfolio
Wisconsin Tax-Exempt Portfolio
PSE Technology Index Portfolio
and Any Other Funds - Dividends declared daily paid monthly
-----------------------------------------------------------
$13.50 Per Shareholder Account
Dividend Achievers Portfolio
S&P 100 Plus Portfolio
Balanced Portfolio
Select Value Portfolio
$8.50 Per Shareholder Account
Minimum Monthly Portfolio Charge $500
Cash Reserve Portfolio(1)
-------------------------
$16.00 Per Shareholder Account
Fees Billed Monthly
Out-of-Pocket Expenses Including:
- Postage
- Programming
- Stationery/Envelopes
- Mailing
- Insurance
- Proxies
- Retention of Records
- Microfilm
- Special Reports
- All other out-of-pocket expenses
(1)No fee shall be paid on shareholder accounts in the Cash Reserve
Portfolio which are subject to a Shareholder Servicing Agreement.
