Xxxxx, Xxxxx & Xxxx, inc.
0 Xxxxx Xxxxxx
Xxx Xxxx XX 00000
Tel 000 000 0000
Fax 000 000 0000
February 6, 2003
Xx. Xxxxxxx X. Xxxxxx
USAllianz Investor Services
0000 Xxxxxx Xxxxx Xxxxx
Xxxxxxxxxx, XX 00000-0000
Dear Xx. Xxxxxx
This letter will constitute our agreement with respect to the brokerage
transactions on behalf of the USAllianz Investor Services Fund to be -directed
to Xxxxx, Xxxxx & Xxxx, an Instinet Company (herein referred to as 'LJR"), and
its correspondent brokers., You understand that in making this agreement there
are no required volumes, no fees (other than the normal transaction charges
associated with executing your orders) and no time requirements.
The Fund agrees to direct its investment managers to effect certain equity
transactions through LJR consistent with best execution. All commission
charges per share will continue to be'based.on your managers' normal
negotiated rate schedules. Pursuant to this agreement, we will refund to the
Fund a percentage of the commission paid directly to LJR, as per the attached
Schedule.
Further, should your investment managers execute fixed income transactions
through LJR pursuant to this agreement, we agree to refund to the Fund a
percentage of the available credits generated from these fixed income
transactions, as per the attached Schedule. If your managers designate LJR for
credit on new issue syndicates, we agree to provide research to the Fund in an
amount equal to the available credits generated, as per the attached Schedule.
Additionally, should your investment managers execute international equity or
international fixed income transactions through Instinct or the LJR global
correspondent broker network, we agree to refund to the Fund a percentage of
the gross credits excluding local charges, taxes, etc., generated from these
transactions, as per the attached Schedule.
Any refunds will be made quarterly by check directly to the Fund.
Alternatively, we will pay bills for bona fide expenses of the fund upon your
instruction. Credits generated by new issue designations can only be used to
provide research services to the Fund, such as performance measurement and
asset allocation services.
INSTINET
A REUTERS Company Member NASD/SIPC
February 6, 2003
USAllianz Investor Services
Page 2
In entering into this agreement, you represent and warrant that these refunds
will be used exclusively for the benefit of the Fund, and in no event will be
used to pay any expenses properly chargeable to the sponsoring company or any
other person or entity. If you request us to pay expenses of or provide
research services to the Fund, you represent and warrant that (1) any
services that we provide, or obligations we pay, will be used exclusively for
the benefit of the Fund and (2) the expenses attributable to such services or
obligations are properly payable by the Fund. In addition, the Fund agrees to
have strict record keeping and other controls to assure the above.
Additionally, should you request us to provide services for the Fund and if,
as a result, a . shortfall should occur (i.e. the Fund's credit's do not
equal payments made on your behalf), the Fund agrees, if required, to
reimburse LJR for such shortfall.
You understand that in making these refunds or payments, or providing these
services, we will be relying on the representations and agreements contained
herein; which you hereby authorize us to do. You further understand that the
amounts credited to the Fund as noted in the attached Schedule take into
account that no interest shall be payable by LJR on any funds held for the
benefit of the Fund. You further agree to advise us promptly of any change in
any material fact contained in this letter.
Please indicate your agreement with and acceptance of the above by signing
and returning a copy of this letter at your earliest convenience. On behalf
of Xxxxx, Xxxxx & Xxxx, I would like to thank you for providing us with the
opportunity to work with you in order to save money for the Fund.
/s/ Xxxxx X. Xxxx
Xxxxx X. Xxxx
Senior Vice President
Approved and accepted for the USAllianz Investor Services Fund:
/s/ Xxxxxxx Xxxxxx SVP 12/13/04
Name Title Date
Xxxxx, Xxxxx & Xxxx, Inc.
Commission Recapture Schedule
for the
USAllianz Investor Services Fund
TYPE RATE
DOMESTIC LISTED EQUITY RECAPTURE THROUGH LJR /INSTINET 70%*
DOMESTIC OTC EQUITY
RECAPTURE THROUGH LJR/INSTINET All commission in excess of 0.025/share
DOMESTIC FIXED INCOME RECAPTURE 70% recapture to fund
INTERNATIONAL EQUITY RECAPTURE THROUGH LJR CORRESPONDENTS 73% of net commission**
INTERNATIONAL EQUITY RECAPTURE THROUGH INSTINET 65% of gross commission***
NEW ISSUE SYNIDATE DESIGNATIONS 75% CREDIT
* The rates are based upon normal commission rites (i.e.: 5 cents - 6
cents/share).
** This rate is based on the net commission LJR receives from the correspondent
broker less local charges and taxes. This rate is equivalent to
approximately 50% of the gross agency correspondent commission less local
charges and taxes.
*** This rate is based on the gross agency commission less local charges and
taxes.
Initial /s/ JB /s/ JWK
By LJR By Client
