AGENCY AGREEMENT
THIS AGREEMENT made the 2nd day of February, 1993, by and between PIPER
INSTITUTIONAL FUNDS INC., a corporation existing under the laws of the State of
Minnesota, having its principal place of business at 000 Xxxxx Xxxxx Xxxxxx,
Xxxxxxxxxxx, Xxxxxxxxx 00000 ("Fund"), and INVESTORS FIDUCIARY TRUST COMPANY, a
state chartered trust company organized and existing under the laws of the State
of Missouri, having its principal place of business at 000 Xxxx 00xx Xxxxxx,
Xxxxxx Xxxx, Xxxxxxxx 00000 ("IFTC"):
WITNESSETH:
WHEREAS, Fund desires to appoint IFTC as Transfer Agent and Dividend
Disbursing Agent, and IFTC desires to accept such appointment;
NOW, THEREFORE, in consideration of the mutual covenants herein contained,
the parties hereto agree as follows:
1. DOCUMENTS TO BE FILED WITH APPOINTMENT.
In connection with the appointment of IFTC as Transfer Agent and Dividend
Disbursing Agent for Fund, there will be filed with IFTC the following
documents:
A. A certified copy of the resolutions of the Board of Directors of
Fund appointing IFTC as Transfer Agent and Dividend Disbursing Agent,
approving the form of this Agreement, and designating certain persons
to sign stock certificates, if any, and give written instructions and
requests on behalf of Fund;
B. A certified copy of the Articles of Incorporation of Fund and all
amendments thereto;
C. A certified copy of the Bylaws of Fund;
D. Copies of Registration Statements filed with the Securities and
Exchange Commission;
E. Specimens of all forms of outstanding stock certificates, in the
forms approved by the Board of Directors of Fund, with a
certificate of the Secretary of Fund, as to such approval;
F. Specimens of the signatures of the officers of the Fund authorized to
sign stock certificates and individuals authorized to sign written
instructions and requests;
G. An opinion of counsel for Fund with respect to:
1. Fund's organization and existence under the laws of its
state of organization;
2. Status of all shares of stock of Fund covered by the appointment
under the Securities Act of 1933, as amended, and any other
applicable federal or state statute; and
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3. That all issued shares are, and all unissued shares will be, when
issued, validly issued, fully paid and non-assessable.
2. CERTAIN REPRESENTATIONS AND WARRANTIES OF IFTC. IFTC represents and
warrants to Fund that:
A. It is a trust company duly organized and existing and in good
standing under the laws of Missouri.
B. It is duly qualified to carry on its business in the State of
Missouri.
C. It is empowered under applicable laws and by its Articles of
Incorporation and bylaws to enter into and perform the services
contemplated in this Agreement.
D. All requisite corporate proceedings have been taken to authorize
it to enter into and perform this Agreement.
E. It has and will continue to have and maintain the necessary
facilities, equipment and personnel to perform its duties and
obligations under this Agreement.
3. CERTAIN REPRESENTATIONS AND WARRANTIES OF FUND. Fund represents and
warrants to IFTC that:
A. It is a corporation duly organized and existing and in good
standing under the laws of the State of Minnesota.
B. It is an open-end management investment company registered under the
Investment Company Act of 1940, as amended.
C. A registration statement under the Securities Act of 1933 has been
filed and will be effective with respect to all shares of Fund
being offered for sale to the public.
D. All requisite steps have been or will be taken to register Fund's
shares for sale in all states in which the Fund Shares are offered.
E. Fund is empowered under applicable laws and by its charter and bylaws
to enter into and perform this Agreement.
4. SCOPE OF APPOINTMENT.
A. Subject to the conditions set forth in this Agreement, Fund
hereby employs and appoints IFTC as Transfer Agent and Dividend
Disbursing Agent effective the 2nd day of February, 1993.
B. IFTC hereby accepts such employment and appointment and agrees that it
will act as Fund's Transfer Agent and Dividend Disbursing Agent.
C. IFTC agrees to provide the necessary facilities, equipment and
personnel to perform its duties and obligations hereunder in
accordance with industry practice.
D. Fund agrees to use its best efforts to deliver to IFTC in Kansas City,
Missouri, as soon as they are available, all of its shareholder
account records, if any.
E. Subject to the provisions of Sections 19. and 20. hereof, IFTC agrees
that it will perform all of the usual and ordinary services of a
Transfer Agent and Dividend
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Disbursing Agent for a open-end management investment company and as
Agent for the various shareholder accounts, including, without
limitation, the following: issuing, transferring and cancelling stock
certificates, maintaining all shareholder accounts, preparing
shareholder meeting lists, mailing proxies, receiving and tabulating
proxies, mailing shareholder reports and prospectuses, withholding
taxes on non-resident alien and foreign corporation accounts,
preparing and mailing checks for disbursement of income dividends and
capital gains distributions, preparing and filing U.S. Treasury
Department Form 1099 for all shareholders, preparing and mailing
confirmation forms to shareholders and dealers with respect to all
transactions in shareholder accounts for which confirmations are
required, recording reinvestments of dividends and distributions in
Fund shares.
5. LIMIT OF AUTHORITY
Unless otherwise expressly limited by the resolution of appointment
or by subsequent action by the Fund, the appointment of IFTC as
Transfer Agent will be construed to cover the full amount of
authorized stock of the class or classes for which IFTC is
appointed.
6. COMPENSATION AND EXPENSES.
A. In consideration for its services hereunder as Transfer Agent and
Dividend Disbursing Agent, Fund will pay to IFTC on a monthly basis
a reasonable compensation for all services rendered as Agent, and
also, all its reasonable out-of-pocket expenses, charges, counsel
fees, and other disbursements incurred in connection with the
agency. Such compensation will be set forth in a separate schedule
to be agreed to by Fund and IFTC, a copy of which is attached
hereto and incorporated herein by reference as though fully set out
at this point.
B. Fund agrees to promptly reimburse IFTC for all reasonable
out-of-pocket expenses or advances incurred by IFTC in connection
with the performance of services under this Agreement, for postage
(and first class mail insurance in connection with mailing stock
certificates), envelopes, check forms, continuous forms, forms for
reports and statements, stationery, and other similar items,
telephone and telegraph charges incurred in answering inquiries
from dealers or shareholders, microfilm used each year to record
the previous year's transaction in shareholder accounts and
computer tapes used for permanent storage of records and cost of
insertion of materials in mailing envelopes by outside firms.
7. EFFICIENT OPERATION OF IFTC SYSTEM.
A. In connection with the performance of its services under this
Agreement, IFTC is responsible for the accurate and efficient
functioning of its system at all times, including:
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1. The accuracy of all entries in IFTC's records reflecting
orders and instructions received by IFTC from dealers,
shareholder, Fund or its principal underwriter;
2. The continuous availability and the accuracy of shareholder
lists, shareholder account verifications, confirmations and
other shareholder account information to be produced from its
records or data;
3. The accurate and timely issuance of dividend and distribution
checks in accordance with instructions received from Fund;
4. The requiring of proper forms of instructions, signatures and
signature guarantees and any necessary documents supporting the
legality of transfers and other shareholder account
transactions, all in conformance with IFTC's present procedures
with such changes as may be required or approved by Fund; and
5. The maintenance of a current duplicate set of Fund's essential
records at a secure distant location, in form available and
usable forthwith in the event of any breakdown or disaster
disrupting its main operation.
8. INDEMNIFICATION.
A. Except to the extent that IFTC is covered by and receives payment
from any insurance required hereunder, IFTC will not be
responsible for, and Fund will hold harmless and indemnify IFTC
from and against any loss by or liability to the Fund or a
third party, including reasonable attorney's fees, in
connection with any claim or suit asserting any such liability
arising out of or attributable to actions taken by IFTC
pursuant to this Agreement, unless IFTC has acted negligently
or in bad faith. The matters covered by this indemnification
include but are not limited to those of Section 14 hereof.
Fund will be responsible for, and will have the right to
conduct or control the defense of any litigation asserting
liability against which IFTC is indemnified hereunder. IFTC
will not be under any obligation to prosecute or defend any
action or suit in respect of the agency relationship hereunder,
which, in its opinion, may involve it in expense or liability,
unless Fund will, as often as requested, furnish IFTC with
reasonable, satisfactory security and indemnity against such
expense or liability.
B. IFTC will hold harmless and indemnify Fund from and against any
loss or liability arising out of IFTC's failure to comply with
the terms of this Agreement or arising out of IFTC's
negligence, willful misconduct, or bad faith.
9. CERTAIN COVENANTS OF IFTC AND FUND.
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A. All requisite steps will be taken by Fund from time to time when
and as necessary to register the Fund's shares for sale in all
states in which Fund's shares shall at the time be offered for
sale and require registration. If at any time Fund will receive
notice of any stop order or other proceeding in any such state
affecting such registration or the sale of Fund's shares, or of
any stop order or other proceeding under the Federal securities
laws affecting the sale of Fund's shares, Fund will give prompt
notice thereof to IFTC.
B. IFTC hereby agrees to perform such transfer agency functions as are
attached hereto as Exhibit B and establish and maintain
facilities and procedures reasonably acceptable to Fund for
safekeeping of stock certificates, check forms, and facsimile
signature imprinting devices, if any; and for the preparation
or use, and for keeping account of, such certificates, forms
and devices, and to carry insurance as specified in Exhibit A
which will not be lowered without notice to Fund.
C. To the extent required by Section 31 of the Investment Company Act of
1940 as amended and Rules thereunder and in particular Rule
31a-1(b)(D), IFTC agrees that all records maintained by IFTC
relating to the services to be performed by IFTC under this
Agreement are the property of Fund and will be preserved and
will be surrendered promptly to Fund on request.
D. IFTC agrees to furnish Fund semi-annual reports of its financial
condition, consisting of a balance sheet, earnings statement
and any other financial information reasonably requested by
Fund. The annual financial statements will be certified by
IFTC's independent certified public accountants.
E. IFTC represents and agrees that it will use its best efforts to keep
current on the trends of the investment company industry
relating to shareholder services and will use its best efforts
to continue to modernize and improve its system without
additional cost to Fund.
F. IFTC will permit Fund and its authorized representatives to make
periodic inspections of its operations at reasonable time during
business hours.
10. RECAPITALIZATION OR READJUSTMENT.
In case of any recapitalization, readjustment or other change in the
capital structure of Fund requiring a change in the form of stock
certificates, IFTC will issue or register certificates in the new form
in exchange for, or in transfer of, the outstanding certificates in the
old form, upon receiving:
A. Written instructions from an officer of Fund;
B. Certified copy of the amendment to the Articles of Incorporation
or other document effecting the change;
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C. Certified copy of the order or consent of each governmental or
regulatory authority, required by law to the issuance of the stock
in the new form, and an opinion of counsel that the order or consent
of no other government or regulatory authority is required;
D. Specimens of the new certificates in the form approved by the Board
of Directors of Fund, with a certificate of the Secretary of Fund as
to such approval;
E. Opinion of counsel for Fund stating:
1. The status of the shares of stock of Fund in the new form
under the Securities Act of 1933, as amended and any other
applicable federal or state statute; and
2. That the issued shares in the new form are, and all unissued
shares will be, when issued, validly issued, fully paid and
non-assessable.
11. STOCK CERTIFICATES.
Fund will furnish IFTC with a sufficient supply of blank stock
certificates and from time to time will renew such supply upon the
request of IFTC. Such certificates will be signed manually or by
facsimile signatures of the officers of Fund authorized by law and by
bylaws to sign stock certificates, and if required, will bear the
corporate seal or facsimile thereof.
12. DEATH, RESIGNATION OR REMOVAL OF SIGNING OFFICER.
Fund will file promptly with IFTC written notice of any change in the
officers authorized to sign stock certificates, written instructions
or requests, together with two signature cards bearing the specimen
signature of each newly authorized officer. In case any officer of
Fund who will have signed manually or whose facsimile signature will
have been affixed to blank stock certificates will die, resign, or be
removed prior to the issuance of such certificates, IFTC may issue or
register such stock certificates as the stock certificates of Fund
notwithstanding such death, resignation, or removal, until
specifically directed to the contrary by Fund in writing. In the
absence of such direction, Fund will file promptly with IFTC such
approval, adoption, or ratification as may be required by law.
13. FUTURE AMENDMENTS OF CHARTER AND BYLAWS.
Fund will promptly file with IFTC copies of all material amendments to
its Articles of Incorporation or bylaws made after the date of this
Agreement.
14. INSTRUCTIONS, OPINION OF COUNSEL AND SIGNATURES.
IFTC may reasonably apply to any officer of Fund for instructions, and
may reasonably consult with legal counsel for Fund or its own legal
counsel at the expense of Fund, with respect to any matter arising in
connection with the agency and it will not be liable for any action
taken or omitted by it in good faith in reliance upon such
instructions or upon the opinion of such counsel. IFTC will be
protected in acting upon any paper or document
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reasonably believed by it to be genuine and to have been signed by the
proper person or persons and will not be held to have notice of any change
of authority of any person, until receipt of written notice thereof from
Fund. It will also be protected in recognizing stock certificates which it
reasonably believes to bear the proper manual or facsimile signatures
of the officers of Fund, and the proper countersignature of any former
Transfer Agent or Registrar, or of a Co-Transfer Agent or Xx-Xxxxxxxxx.
00. PAPERS SUBJECT TO APPROVAL OF COUNSEL.
The acceptance by IFTC, of its appointment as Transfer Agent and
Dividend Disbursing Agent and all documents filed in connection with
such appointment and thereafter in connection with the agencies, will
be subject to the approval of legal counsel for IFTC (which approval
will be not unreasonably withheld).
16. CERTIFICATION OF DOCUMENTS.
The required copy of the Articles of Incorporation of Fund and copies
of all amendments thereto will be certified by the Secretary of State
(or other appropriate official) of the State of Incorporation, and if
such Articles of Incorporation and amendments are required by law to
be also filed with a county, city or other officer of official body, a
certificate of such filing will appear on the certified copy submitted
to IFTC. A copy of the order to consent of each governmental or
regulatory authority required by law to the issuance of the stock will
be certified by the Secretary or Clerk of such governmental or
regulatory authority, under proper seal of such authority. The copy
of the Bylaws and copies of all amendments thereto, and copies of
resolutions of the Board of Directors of Fund, will be certified by
the Secretary or an Assistant Secretary of Fund under the corporate
seal.
17. RECORDS.
IFTC will maintain customary records in connection with its agency,
and particularly will maintain those records required to be maintained
pursuant to Rule 31a-1(b)(D) under the Investment Company Act of 1940,
as amended.
18. DISPOSITION OF BOOKS, RECORDS AND CANCELLED CERTIFICATES.
IFTC will send periodically to Fund, or to where designated by the
Secretary or an Assistant Secretary of Fund, all books, documents, and
all records no longer deemed needed for current purposes and stock
certificates which have been cancelled in transfer or in exchange,
upon the understanding that such books, documents, records, and stock
certificates will not be destroyed by Fund without the consent of IFTC
(which consent will not be unreasonably withheld), but will be safely
stored for possible future reference.
19. PROVISIONS RELATING TO IFTC AS TRANSFER AGENT.
A. IFTC will make original issues of stock certificates upon written
request of an officer of Fund and upon being furnished with a
certified copy of a resolution of the Board of Directors
authorizing such original issue, an opinion of counsel as
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outlined in paragraphs 1.D. and G. of this Agreement, any documents
required by paragraphs 5. or 10. of this Agreement, and necessary
funds for the payment of any original issue tax.
B. Before making any original issue of certificates Fund will furnish
IFTC with sufficient funds to pay all required taxes on the
original issue of the stock, if any. Fund will furnish IFTC such
evidence as may be required by IFTC to show the actual value of the
stock.
C. Shares of stock will be transferred and new certificates issued in
transfer, upon surrender of the old certificates in form deemed by
IFTC properly endorsed for transfer accompanied by such documents
as IFTC may deem necessary to evidence that authority of the person
making the transfer and bearing satisfactory evidence of the
payment of any applicable stock transfer taxes. IFTC reserves the
right to refuse to transfer shares until it is satisfied that the
endorsement or signature on the certificate or any other document
is valid and genuine, and for that purpose it may require a
guaranty of signature by a firm having membership in the New York
Stock Exchange, Midwest Stock Exchange, American Stock Exchange
Securities Corporation, Pacific Coast Stock Exchange, or any other
exchange acceptable to IFTC or by a bank or trust company approved
by it. IFTC also reserves the right to refuse to transfer shares
until it is satisfied that the requested transfer is legally
authorized, and it will incur no liability for the refusal in good
faith to make transfers which, in its judgment, are improper or
unauthorized. IFTC may, in effecting transfers rely upon
Simplification Acts or other statutes which protect it and Fund in
not requiring complete fiduciary documentation. In cases in which
IFTC is not directed or otherwise required to maintain the
consolidated records of shareholder's accounts, IFTC will not be
liable for any loss which may arise by reason of not having such
records, provided that such loss could not have been prevented by
the exercise of ordinary diligence. IFTC will be under no duty to
use a greater degree of diligence by reason of not having such
records.
D. When mail is used for delivery of stock certificates IFTC will
forward stock certificates in "nonnegotiable" form by first
class or registered mail and stock certificates in
"negotiable" form by registered mail, all such mail deliveries
to be covered while in transit to the addressee by insurance
arranged for by IFTC.
E. IFTC will issue and mail subscription warrants, certificates
representing stock dividends, exchanges or split ups, or act
as Conversion Agent upon receiving written instructions from
any officer of Fund and such other documents as IFTC deems
necessary.
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F. IFTC will issue, transfer, and split up certificates and will issue
certificates of stock representing full shares upon surrender
of scrip certificates aggregating one full share or more when
presented to IFTC for that purpose upon receiving written
instructions from an officer of Fund and such other documents
as IFTC may deem necessary.
G. IFTC may issue new certificates in place of certificates represented
to have been lost, destroyed, stolen or otherwise wrongfully
taken upon receiving instructions from Fund and indemnity
satisfactory to IFTC and Fund, and may issue new certificates
in exchange for, and upon surrender of, mutilated
certificates. Such instructions from Fund will be in such
form as will be approved by the Board of Directors of Fund and
will be in accordance with the provisions of law and the
bylaws of Fund governing such matter.
H. IFTC will supply a shareholder's list to Fund for its annual meeting
upon receiving a request from an officer of Fund. It will
also supply lists at such other times as may be requested by
an officer of Fund.
I. Upon receipt of written instructions of an officer of Fund, IFTC will
address and mail notices to shareholders.
J. In case of any request or demand for the inspection of the stock books
of Fund or any other books in the possession of IFTC, IFTC
will endeavor to notify Fund and to secure instructions as to
permitting or refusing such inspection. IFTC reserves the
right, however, to exhibit the stock books or other books to
any person in case it is advised by its counsel that it may be
held responsible for the failure to exhibit the stock books or
other books to such person.
20. PROVISIONS RELATING TO DIVIDEND DISBURSING AGENCY.
A. IFTC will, at the expense of Fund, provide a special form of
check containing the imprint of any device or other matter
desired by Fund. Said checks must, however, be of a form and
size convenient for use by IFTC.
B. If Fund desires to include additional printed matter, financial
statements, etc., with the dividend checks, the same will be
furnished IFTC within a reasonable time prior to the date of
mailing of the dividend checks, at the expense of Fund.
C. If Fund desires its distributions mailed in any special form of
envelopes, sufficient supply of the same will be furnished to
IFTC but the size and form of said envelopes will be subject
to the approval of IFTC. If stamped envelopes are used, they
must be furnished by Fund; or if postage stamps are to be
affixed to the envelopes, the stamps or the cash necessary for
such stamps must be furnished by Fund.
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D. IFTC will maintain one or more deposit accounts as Agent for Fund,
into which the funds for payment of dividends, distributions,
or other disbursements provided for hereunder will be
deposited, and against which checks will be drawn.
E. IFTC is authorized and directed to stop payment of checks theretofore
issued hereunder, but not presented for payment, when the
payees thereof allege either that they have not received the
checks or that such checks have been mislaid, lost, stolen,
destroyed or through no fault of theirs, are otherwise beyond
their control, and cannot be produced by them for presentation
and collection, and, to issue and deliver duplicate checks in
replacement thereof.
F. IFTC will act as Plan Agent of the Fund's dividend reinvestment plan.
21. TERMINATION OF AGREEMENT.
A. The term of this Agreement shall be continuous for one year terms
unless terminated. This Agreement may be terminated by either
party upon receipt of ninety (90) days written notice from the
other party.
B. Fund, in addition to any other rights and remedies, shall have the
right to terminate this Agreement forthwith upon the
occurrence at any time of any of the following events:
1. Any interruption or cessation of operations by IFTC or its
assigns which materially interferes with the business operation
of Fund;
2. The bankruptcy of IFTC or its assigns or the appointment of
a receiver for IFTC or its assigns;
3. Any merger, consolidation or sale of substantially all the
assets of IFTC or its assigns;
4. The acquisition of a controlling interest in IFTC or its
assigns, by any broker, dealer, investment adviser or
investment company except as may presently exist; or
5. Failure by IFTC or its assigns to perform its duties in
accordance with the Agreement, which failure materially
adversely affects the business operations of Fund and
which failure continues for thirty (30) days after
receipt of written notice from Fund.
C. If at any time this Agreement will be terminated by Fund pursuant
to clause (1), (2) or (5) of Section 21.B., Fund will have and
is hereby granted the right, at its option, to use or cause
its agents, employees or independent contractors to use, for
as long as Fund deems necessary for its own operations, and no
other, and without payment of any compensation or
reimbursement to IFTC, IFTC's system including
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all of the programs, manuals and other materials and information
necessary to operate the system.
D. In the event of termination, Fund will promptly pay IFTC all amounts
due to IFTC hereunder.
22. ASSIGNMENT.
A. Neither this Agreement nor any rights or obligations hereunder
may be assigned by IFTC without the written consent of Fund;
provided, however, no assignment will relieve IFTC of any of
its obligations hereunder.
B. This Agreement will inure to the benefit of and be binding upon the
parties and their respective successors and assigns.
23. CONFIDENTIALITY.
A. IFTC agrees that, except as provided in the last sentence of
Section 19.J hereof, or as otherwise required by law, IFTC
will keep confidential all records of and information in its
possession relating to Fund or its shareholders or shareholder
accounts and will not disclose the same to any person except
at the request or with the consent of Fund.
B. Fund agrees that, subject to Section 21.C. and except as otherwise
required by law, Fund will keep confidential all financial
statements and other financial records (other than statements
and records relating solely to Fund's business dealings with
IFTC) and all manuals, systems and other technical information
and data, not publicly disclosed, relating to IFTC's
operations and programs furnished to it by IFTC pursuant to
this Agreement and will not disclose the same to any person
except at the request or with the consent of IFTC.
24. SURVIVAL OF REPRESENTATIONS AND WARRANTIES.
A. All representations and warranties by either party herein
contained will survive the execution and delivery of this
Agreement.
25. MISCELLANEOUS.
A. This Agreement is executed and delivered in the State of Missouri
and shall be governed by the laws of said state.
B. All the terms and provisions of this Agreement shall be binding upon,
inure to the benefit of, and be enforceable by the respective
successor and assigns of the parties hereto.
C. No provisions of the Agreement may be amended or modified, in any
manner except by a written agreement properly authorized and
executed by both parties hereto.
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D. The captions in this Agreement are included for convenience of
reference only, and in no way define or delimit any of the
provisions hereof or otherwise affect their construction or
effect.
E. This Agreement shall become effective at the close of business on
the ______ day of ____________, 199___.
F. This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original but
all of which together shall constitute one and the same
instrument.
G. If any part, term or provision of this Agreement is by the courts
held to be illegal, in conflict with any law or otherwise
invalid, the remaining portion or portions shall be considered
severable and not be affected, and the rights and obligations
of the parties shall be construed and enforced as if the
Agreement did not contain the particular part, term or
provision held to be illegal or invalid.
H. This Agreement may not be assigned by either party without prior
written consent of the other party.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective duly authorized officers.
INVESTORS FIDUCIARY TRUST COMPANY
By: /s/ Xxxxx X. Xxxxxx
-----------------------------------
Title: Senior Vice President
--------------------------------
PIPER INSTITUTIONAL FUNDS INC.
By: /s/ Xxxxxxx Xxxxxx
-----------------------------------
Title: Senior Vice President
--------------------------------
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EXHIBIT A
INSURANCE COVERAGE
Insurance coverages maintained by IFTC effective January 1, 1991.
DESCRIPTION OF POLICY:
BROKERS BLANKET BOND, STANDARD FORM 14
Covering losses caused by dishonesty of employees, physical
loss of securities on or outside of premises while in
possession of authorized person, loss caused by forgery or
alteration of checks or similar instruments.
Coverage: $75,000,000
ERRORS AND OMISSIONS INSURANCE
Covering replacement of destroyed records and computer
errors and omissions.
Coverage: $10,000,000
SPECIAL FORGERY BOND
Covering losses through forgery or alteration of checks or
drafts of customers processed by insured but drawn on or
against them.
Coverage: $500,000
MAIL INSURANCE (APPLIES TO ALL FULL SERVICE OPERATIONS)
Provides indemnity for security lost in the mails.
Coverage: $10,000,000 non-negotiable securities mailed to
domestic locations via registered mail.
$1,000,000 non-negotiable securities mailed to
domestic locations via first-class or certified
mail.
$1,000,000 non-negotiable securities mailed
to foreign locations via registered mail.
$1,000,000 negotiable securities mailed to
all locations via registered mail.
EXHIBIT B
TRANSFER AGENCY SERVICES AND SYSTEMS FEATURES
FUNCTIONS
A. Issuance of stock certificates
B. Recording of non-certificate shares
C. Transfers and legals
D. Changes of address, etc.
E. Daily balancing of fund
F. Dividend calculation and disbursement
G. Mailing of quarterly and annual reports
H. Filing of 1099/1042 information to shareholders and
government
I. Provide N1R information
J. Reconcilement of dividend and disbursement accounts
K. Provide research and correspondence to shareholder's inquiries
L. Daily communication of reports to funds
M. Provide listings, labels and other special reports
N. Proxy issuance and tabulation
O. Annual statements of shareholders on microfilm
P. Plan agent dividend reinvestment plan
