ADMINISTRATION AGREEMENT
Agreement dated as of April 30, 2000 by and between State
Street Bank and Trust Company, a Massachusetts trust company (the
"Administrator"), and Firsthand Funds, a Delaware business trust (the "Trust").
WHEREAS, the Trust is registered as an open-end, management
investment company under the Investment Company Act of 1940, as amended (the
"1940 Act"); and
WHEREAS, the Trust desires to retain the Administrator to
furnish certain administrative services to the Trust, and the Administrator is
willing to furnish such services, on the terms and conditions hereinafter set
forth.
NOW, THEREFORE, in consideration of the premises and mutual
covenants herein contained, the parties hereto agree as follows:
1. APPOINTMENT OF ADMINISTRATOR
The Trust hereby appoints the Administrator to act as
administrator with respect to the Trust for purposes of providing certain
administrative services for the period and on the terms set forth in this
Agreement. The Administrator accepts such appointment and agrees to render the
services for the compensation and on the terms stated herein.
The Trust will initially consist of the portfolio(s) and/or
class(es) of shares (each an "Investment Fund") listed in Schedule A to this
Agreement. Absent written notification to the contrary by the Trust or the
Administrator, each new investment portfolio established in the future by the
Trust shall automatically become an Investment Fund for all purposes hereunder
as if listed on Schedule A, except to the extent that such provisions (including
those relating to the compensation and expenses payable by the Trust and its
Investment Funds) may be modified with respect to each additional Investment
Fund in writing by the Trust and the Administrator at the time of the addition
of the Investment Fund.
2. DELIVERY OF DOCUMENTS
The Trust will promptly deliver to the Administrator copies of
each of the following documents and all future amendments and supplements, if
any:
a. The Trust's Declaration of Trust and by-laws;
b. The Trust's currently effective registration statement
under the Securities Act of 1933, as amended (the "1933 Act"), and the 1940 Act
and the Trust's Prospectus(es) and Statement(s) of Additional Information
relating to all Investment Funds and all amendments and supplements thereto as
in effect from time to time;
c. Certified copies of the resolutions of the Board of
Trustees of the Trust (the "Board") authorizing (1) the Trust to enter into this
Agreement and (2) certain individuals on behalf of the Trust to give
instructions to the Administrator pursuant to this Agreement
d. A copy of the investment advisory agreement between the
Trust and its investment adviser; and
e. Such other certificates, documents or opinions which the
Administrator may, in its reasonable discretion, deem necessary or appropriate
in the proper performance of its duties.
3. REPRESENTATIONS AND WARRANTIES OF THE ADMINISTRATOR
The Administrator represents and warrants to the Trust that:
a. It is a Massachusetts trust company, duly organized and
existing under the laws of The Commonwealth of Massachusetts;
b. It has the corporate power and authority to carry on its
business in The Commonwealth of Massachusetts;
c. All requisite corporate proceedings have been taken to
authorize it to enter into and perform this Agreement;
d. No legal or administrative proceedings have been instituted
or threatened which would impair the Administrator's ability to perform its
duties and obligations under this Agreement; and
e. Its entrance into this Agreement shall not cause a material
breach or be in material conflict with any other agreement or obligation of the
Administrator or any law or regulation applicable to it.
4. REPRESENTATIONS AND WARRANTIES OF THE TRUST
The Trust represents and warrants to the Administrator that:
a. It is a business trust, duly organized, existing and in
good standing under the laws of the State of Delaware;
b. It has the trust power and authority under applicable laws
and by its charter and by-laws to enter into and perform this Agreement;
c. All requisite proceedings have been taken to authorize it
to enter into and perform this Agreement;
d. It is an investment company properly registered under the
1940 Act;
e. A registration statement under the 1933 Act and the 1940
Act has been filed and will be effective and remain effective during the term of
this Agreement. The Trust also warrants to the Administrator that as of the
effective date of this Agreement, all necessary filings under the securities
laws of the states in which the Trust offers or sells its shares have been made;
f. No legal or administrative proceedings have been instituted
or threatened which would impair the Trust's ability to perform its duties and
obligations under this Agreement;
g. Its entrance into this Agreement will not cause a material
breach or be in material conflict with any other agreement or obligation of the
Trust or any law or regulation applicable to it; and
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h. As of the close of business on the date of this Agreement,
the Trust is authorized to issue an unlimited number of shares of beneficial
interest.
5. ADMINISTRATION SERVICES
The Administrator shall provide the following services, in
each case, subject to the control, supervision and direction of the Board of
Trustees of the Trust and the review and comment by the Trust's auditors and
legal counsel and in accordance with procedures which may be established from
time to time between the Trust and the Administrator:
a. Oversee the determination and publication of the Trust's
net asset value in accordance with the Trust's policy as adopted from time to
time by the Board;
b. Oversee the maintenance by the Trust's custodian of certain
books and records of the Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax
returns for review by the Trust's independent accountants and filing by the
Trust's treasurer;
d. Review calculation, submit for approval by officers of the
Trust and arrange for payment of the Trust's expenses;
e. Prepare for review and approval by officers of the Trust
financial information for the Trust's semi-annual and annual reports, proxy
statements and other communications required or otherwise to be sent to Trust
shareholders, and arrange for the printing and dissemination of such reports and
communications to shareholders;
f. Prepare for review by an officer of and legal counsel for
the Trust the Trust's periodic financial reports required to be filed with the
Securities and Exchange Commission ("SEC") on Form N-SAR and financial
information required by Form N-1A and such other reports, forms or filings as
may be mutually agreed upon;
g. Prepare reports relating to the business and affairs of the
Trust as may be mutually agreed upon and not otherwise prepared by the Trust's
investment adviser, custodian, legal counsel or independent accountants;
h. Make such reports and recommendations to the Board
concerning the performance of the independent accountants as the Board may
reasonably request;
i. Make such reports and recommendations to the Board
concerning the performance and fees of the Trust's custodian and transfer and
dividend disbursing agent ("Transfer Agent") as the Board may reasonably request
or deems appropriate;
j. Oversee and review calculations of fees paid to the Trust's
investment adviser, custodian and Transfer Agent;
k. Consult with the Trust's officers, independent accountants,
legal counsel, custodian and Transfer Agent in establishing the accounting
policies of the Trust;
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l. Respond to, or refer to the Trust's officers or Transfer
Agent, shareholder inquiries relating to the Trust;
m. Provide periodic testing of portfolios to assist the
Trust's investment adviser in complying with Internal Revenue Code mandatory
qualification requirements, the requirements of the 1940 Act and Trust
prospectus limitations as may be mutually agreed upon;
n. Review and provide assistance on shareholder
communications;
o. Maintain general corporate calendar;
p. Maintain copies of the Trust's charter and by-laws;
q. Prepare and file annual and semi-annual shareholder reports
with the appropriate regulatory agencies; review text of "President's letters"
to shareholders and "Management's Discussion of Trust Performance" (which shall
also be subject to review by the Trust's legal counsel);
r. Organize, attend and prepare minutes of shareholder and
audit committee meetings;
s. Provide consultation on regulatory matters relating to
portfolio management, Trust operations and any potential changes in the Trust's
investment policies, operations or structure; act as liaison to legal counsel to
the Trust and, where applicable, to legal counsel to the Trust's independent
Board members;
t. Maintain continuing awareness of significant emerging
regulatory and legislative developments which may affect the Trust, update the
Board and the investment adviser on those developments and provide related
planning assistance where requested or appropriate;
u. Develop or assist in developing guidelines and procedures
to improve overall compliance by the Trust and its various agents;
v. Counsel and assist the Trust in the handling of routine
regulatory examinations and work closely with the Trust's legal counsel in
response to any non-routine regulatory matters;
Subject to review and comment by the Trust's legal counsel:
w. Prepare and file with the SEC amendments to the Trust's
registration statement, including updating prospectus(es) and Statement(es) of
Additional Information, where applicable;
x. Prepare and file with the SEC proxy statements; provide
consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings,
make presentations where appropriate, prepare minutes and follow-up on matters
raised at Board and Audit Committee meetings;
z. Prepare and file with the SEC Rule 24f-2 notices; and
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aa. Perform Blue Sky services pursuant to the specific
instructions of the Trust and as detailed in Schedule B to this Agreement.
The Administrator shall provide the office facilities and the personnel required
by it to perform the services contemplated herein.
6. FEES; EXPENSES; EXPENSE REIMBURSEMENT
The Administrator shall receive from the Trust such
compensation for the Administrator's services provided pursuant to this
Agreement as may be agreed to from time to time in a written fee schedule
approved by the parties and initially set forth in the Fee Schedule to this
Agreement. The fees are accrued daily and billed monthly and shall be due and
payable upon receipt of the invoice. Upon the termination of this Agreement
before the end of any month, the fee for the part of the month before such
termination shall be prorated according to the proportion which such part bears
to the full monthly period and shall be payable upon the date of termination of
this Agreement. In addition, the Trust shall reimburse the Administrator for its
reasonable out-of-pocket costs incurred in connection with the performance of
this Agreement.
The Trust agrees promptly to reimburse the Administrator for
any equipment and supplies specially ordered by or for the Trust through the
Administrator and for any other expenses not contemplated by this Agreement that
the Administrator may incur on the Trust's behalf at the Trust's request or with
the Trust's consent.
The Trust will bear all expenses that are incurred in its
operation and not specifically assumed by the Administrator. Expenses to be
borne by the Trust, include, but are not limited to: organizational expenses;
cost of services of independent accountants and outside legal and tax counsel
(including such counsel's review of the Trust's registration statement, proxy
materials, federal and state tax qualification as a regulated investment company
and other reports and materials prepared by the Administrator under this
Agreement); cost of any services contracted for by the Trust directly from
parties other than the Administrator; cost of trading operations and brokerage
fees, commissions and transfer taxes in connection with the purchase and sale of
securities for the Trust; investment advisory fees; taxes, insurance premiums
and other fees and expenses applicable to its operation; costs incidental to any
meetings of shareholders including, but not limited to, legal and accounting
fees, proxy filing fees and the costs of preparation, printing and mailing of
any proxy materials; costs incidental to Board meetings, including fees and
expenses of Board members; the salary and expenses of any officer,
director\trustee or employee of the Trust; costs incidental to the preparation,
printing and distribution of the Trust's registration statements and any
amendments thereto and shareholder reports; cost of typesetting and printing of
prospectuses; cost of preparation and filing of the Form N-1A or N-2 and Form
N-SAR, and all notices, registrations and amendments associated with applicable
federal and state tax and securities laws; all applicable registration fees and
filing fees required under federal and state securities laws; fidelity bond and
directors' and officers' liability insurance; and cost of independent pricing
services used in computing the Trust's net asset value.
The Administrator is authorized to and may employ or associate
with such person or persons as the Administrator may deem desirable to assist it
in performing its duties under this Agreement; provided, however, that the
compensation of such person or persons shall be paid by the Administrator and
that the Administrator shall be as fully responsible to the Trust for the acts
and omissions of any such person or persons as it is for its own acts and
omissions.
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7. INSTRUCTIONS AND ADVICE
At any time, the Administrator may apply to any officer of the
Trust for instructions and may consult, when reasonably necessary in its good
faith judgement, with its own legal counsel or outside counsel for the Trust or
the independent accountants for the Trust at the expense of the Trust, with
respect to any matter arising in connection with the services to be performed by
the Administrator under this Agreement. The Administrator shall not be liable,
and shall be indemnified by the Trust, for any action reasonably taken or
reasonably omitted by it in good faith in reliance upon any such instructions or
advice or upon any paper or document believed by it to be genuine and to have
been signed by the proper person or persons. The Administrator shall not be held
to have notice of any change of authority of any person until receipt of written
notice thereof from the Trust. Nothing in this paragraph shall be construed as
imposing upon the Administrator any obligation to seek such instructions or
advice, or to act in accordance with such advice when received.
8. LIMITATION OF LIABILITY AND INDEMNIFICATION
The Administrator shall be responsible for the performance of
only such duties as are set forth in this Agreement or as may be agreed to from
time to time in writing by the parties and, except as otherwise provided under
Section 6, shall have no responsibility for the actions or activities of any
other party, including other unaffiliated service providers. The Administrator
shall have no liability for any error of judgment or mistake of law or for any
loss or damage resulting from the performance or nonperformance of its duties
hereunder unless caused by or resulting from the negligence, bad faith or
willful misfeasance of the Administrator, its officers or employees. Unless
resulting from the negligence, bad faith or willful misfeasance of the
Administrator, its officers, agents or employees, the Administrator shall not be
liable for any special, indirect, incidental, or consequential damages not
resulting from its negligence, bad faith or willful misfeasance (including,
without limitation, attorneys' fees) under any provision of this Agreement or
for any such damages arising out of any act or failure to act hereunder. In any
event, the Administrator's liability under this Agreement shall be limited to
two hundred (200) percent of its total compensation earned and fees paid
hereunder during the preceding twelve months for any liability or loss suffered
by the Trust including, but not limited to, any liability relating to
qualification of the Trust as a regulated investment company or any liability
relating to the Trust's compliance with any federal or state tax or securities
statute, regulation or ruling.
The Administrator shall not be responsible or liable for any
failure or delay in performance of its obligations under this Agreement arising
out of or caused, directly or indirectly, by circumstances beyond its control,
including without limitation, work stoppage, power or other mechanical failure,
computer virus, natural disaster, governmental action or communication
disruption.
The Trust shall indemnify and hold the Administrator harmless
from all loss, cost, damage and expense, including reasonable fees and expenses
for counsel, incurred by the Administrator resulting from any claim, demand,
action or suit in connection with the Administrator's acceptance of this
Agreement, any action or omission by it in the performance of its duties
hereunder, or as a result of acting upon any instructions reasonably believed by
it to have been duly authorized by the Trust, provided that this indemnification
shall not apply to actions or omissions of the Administrator, its officers,
agents or employees in cases of its or their own negligence, bad faith or
willful misfeasance.
The indemnification contained herein shall survive the
termination of this Agreement.
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The Administrator will not confess any claim or settle or make
any compromise in any instance in which the Trust will be asked to provide
indemnification, except with the Trust's prior written consent. Any amounts
payable by the Trust under this Section 8 shall be satisfied only against the
assets of the Investment Fund involved in the claim, demand, action or suit and
not against the assets of any other investment portfolio of the Trust.
9. CONFIDENTIALITY
The Administrator agrees that, except as otherwise required by
law or in connection with any required disclosure to a banking or other
regulatory authority, it will keep confidential all records and information in
its possession relating to the Trust and its shareholders and shareholder
accounts ("Confidential Information") and will not disclose the same to any
person except at the request or with the written consent of the Trust and shall
not be used for any purpose other than performance of the Administrator's
responsibilities hereunder. The Administrator agrees that all records that
indicate or otherwise relate to the Trust's security holdings are confidential
and agrees to implement and enforce appropriate security policies and procedures
to prevent unauthorized and improper use and dissemination by the
Administrator's employees of this information and the Confidential Information.
10. COMPLIANCE WITH GOVERNMENTAL RULES AND REGULATIONS; RECORDS
The Trust assumes full responsibility for complying with all
securities, tax, commodities and other laws, rules and regulations applicable to
it.
In compliance with the requirements of Rule 31a-3 under the
1940 Act, the Administrator agrees that all records which it maintains for the
Trust shall at all times remain the property of the Trust, shall be readily
accessible during normal business hours, and shall be promptly surrendered upon
the termination of the Agreement or otherwise on written request by the Trust.
The Administrator further agrees that all records which it maintains for the
Trust pursuant to Rule 31a-1 under the 1940 Act will be preserved for the
periods prescribed by Rule 31a-2 under the 1940 Act unless any such records are
earlier surrendered as provided above. Records shall be surrendered in usable
machine-readable form.
11. SERVICES NOT EXCLUSIVE
The services of the Administrator to the Trust are not to be
deemed exclusive, and the Administrator shall be free to render similar services
to others so long as its provision of services under this Agreement is not
materially impaired. The Administrator shall be deemed to be an independent
contractor and shall, unless otherwise expressly provided herein or authorized
by the Trust from time to time, have no authority to act or represent the Trust
in any way or otherwise be deemed an agent of the Trust.
12. TERM, TERMINATION AND AMENDMENT
This Agreement shall become effective on the date of its
execution and shall remain in full force and effect indefinitely from the
effective date unless either party terminates this Agreement by written notice
to the other party. For the Administrator to terminate this Agreement, the
Administrator shall give at least one hundred twenty (120) days' prior notice to
the Trust. For the Trust to terminate this agreement, the Trust shall give at
least ninety (90) days' prior notice to the Administrator. Termination of this
Agreement with respect to any given Investment Fund shall in no way affect the
continued validity of this Agreement with respect to any other Investment Fund.
Upon termination of this Agreement, the Trust shall pay to the Administrator
such compensation and any reimbursable expenses as may be due under the terms
hereof as
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of the date of such termination. This Agreement may be modified or
amended from time to time by mutual written agreement of the parties hereto.
13. NOTICES
Any notice or other communication authorized or required by
this Agreement to be given to either party shall be in writing and deemed to
have been given when delivered in person or by confirmed facsimile, or posted by
certified mail, return receipt requested, to the following address (or such
other address as a party may specify by written notice to the other): if to the
Trust: 000 Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxxxxxxxxx 00000, Attn (with
separate copies to each): Xxxx Xxxxxxxxx and General Counsel, fax: (408)
000-0000; if to the Administrator: State Street Bank and Trust Company, 0 Xxxxxx
xx Xxxxxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, Attn: Fund Administration Legal
Department, fax: 000-000-0000.
14. NON-ASSIGNABILITY
This Agreement shall not be assigned by either party hereto
without the prior consent in writing of the other party, except that the
Administrator may assign this Agreement to a successor of all or a substantial
portion of its business, or to a party controlling, controlled by or under
common control with the Administrator upon written consent by the Trust, which
consent may not be unreasonably withheld.
15. SUCCESSORS
This Agreement shall be binding on and shall inure to the
benefit of the Trust and the Administrator and their respective successors and
permitted assigns.
16. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the
parties hereto with respect to the subject matter hereof and supersedes all
previous representations, warranties or commitments regarding the services to be
performed hereunder whether oral or in writing.
17. WAIVER
The failure of a party to insist upon strict adherence to any
term of this Agreement on any occasion shall not be considered a waiver nor
shall it deprive such party of the right thereafter to insist upon strict
adherence to that term or any term of this Agreement. Any waiver must be in
writing signed by the waiving party.
18. SEVERABILITY
If any provision of this Agreement is invalid or
unenforceable, the balance of the Agreement shall remain in effect, and if any
provision is inapplicable to any person or circumstance it shall nevertheless
remain applicable to all other persons and circumstances.
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19. GOVERNING LAW
This Agreement shall be construed and the provisions thereof
interpreted under and in accordance with the laws of the State of Delaware.
20. REPRODUCTION OF DOCUMENTS
This Agreement and all schedules, exhibits, attachments and
amendments hereto may be reproduced by any photographic, photostatic, microfilm,
micro-card, miniature photographic or other similar process. The parties hereto
all/each agree that any such reproduction shall be admissible in evidence as the
original itself in any judicial or administrative proceeding, whether or not the
original is in existence and whether or not such reproduction was made by a
party in the regular course of business, and that any enlargement, facsimile or
further reproduction of such reproduction shall likewise be admissible in
evidence.
21. RELEASE
The names "Firsthand Funds" and "Trustees of Firsthand Funds"
refer respectively to the Trust created by the Declaration of Trust and the
Trustees as Trustees but not individually or personally. Al l parties hereto
acknowledge and agree that any and all liabilities of the Trust arising,
directly or indirectly, under this Agreement will be satisfied solely out of the
assets of the Trust and that no Trustee, officer or shareholder shall be
personally liable for any such liabilities. All persons dealing with any
Investment Fund of the Trust must look solely to the property belonging to such
Investment Fund for the enforcement of any claims against the Trust.
22. COUNTERPARTS
This Agreement may be executed in two or more counterparts,
each of which is deemed an original but all of which together constitute one and
the same instrument.
23. USE OF NAMES
The Administrator agrees that the names "Firsthand Funds,"
"Firsthand Capital Management," and the names of each of the Investment Funds
are the property of Firsthand Capital Management, Inc., or Firsthand Funds and
the Administrator will not use such names except in accordance with such
policies and procedures as may be mutually agreed to in writing.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their officers designated below as of the date first written above.
FIRSTHAND FUNDS
By: /s/ Xxxx Xxxxxxxxx
-------------------
Name: Xxxx Xxxxxxxxx
Title: Secretary
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XXXXX XXXXXX BANK AND TRUST COMPANY
By: /s/ Xxxxx X. Xxxxxxx, Xx.
-------------------------
Name: Xxxxx X. Xxxxxxx, Xx.
Title: Senior Vice President
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ADMINISTRATION AGREEMENT
SCHEDULE A
LISTING OF INVESTMENT FUNDS
Technology Value Fund
Technology Leaders Fund
Technology Innovators Fund
The Communications Fund-TM-
The e-Commerce Fund-TM-
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ADMINISTRATION AGREEMENT
SCHEDULE B
NOTICE FILING WITH
STATE SECURITIES ADMINISTRATORS
AT THE SPECIFIC DIRECTION OF THE TRUST, THE ADMINISTRATOR WILL PREPARE REQUIRED
DOCUMENTATION AND MAKE NOTICE FILINGS IN ACCORDANCE WITH THE SECURITIES LAWS OF
EACH JURISDICTION IN WHICH TRUST SHARES ARE TO BE OFFERED OR SOLD PURSUANT TO
INSTRUCTIONS GIVEN TO THE ADMINISTRATOR BY THE TRUST.
THE TRUST SHALL BE SOLELY RESPONSIBLE FOR THE DETERMINATION (I) OF THOSE
JURISDICTIONS IN WHICH NOTICE FILINGS ARE TO BE SUBMITTED AND (II) THE NUMBER OF
TRUST SHARES TO BE PERMITTED TO BE SOLD IN EACH SUCH JURISDICTION. IN THE EVENT
THAT THE ADMINISTRATOR BECOMES AWARE OF (A) THE SALE OF TRUST SHARES IN A
JURISDICTION IN WHICH NO NOTICE FILING HAS BEEN MADE OR (B) THE SALE OF TRUST
SHARES IN EXCESS OF THE NUMBER OF TRUST SHARES PERMITTED TO BE SOLD IN SUCH
JURISDICTION, THE ADMINISTRATOR SHALL REPORT SUCH INFORMATION TO THE TRUST, AND
IT SHALL BE THE TRUST'S RESPONSIBILITY TO DETERMINE APPROPRIATE CORRECTIVE
ACTION AND INSTRUCT THE ADMINISTRATOR WITH RESPECT THERETO.
The Blue Sky services shall consist of the following:
1. Filing of Trust's Initial Notice Filings, as directed by the
Trust;
2. Filing of Trust's renewals and amendments as required;
3. Filing of amendments to the Trust's registration statement
where required;
4. Filing Trust sales reports where required;
5. Payment at the expense of the Trust of all Trust Notice Filing
fees;
6. Filing the Prospectuses and Statements of Additional
Information and any amendments or supplements thereto where
required;
7. Filing of annual reports and proxy statements where required;
and
8. The performance of such additional services as the
Administrator and the Trust may agree upon in writing.
Unless otherwise specified in writing by the Administrator, Blue Sky services by
the Administrator shall not include determining the availability of exemptions
under a jurisdiction's blue sky law. Any such determination shall be made by the
Trust or its legal counsel. In connection with the services described herein,
the Trust shall issue in favor of the Administrator a power of attorney to
submit Notice Filings on behalf of the Trust, which power of attorney shall be
substantially in the form of Exhibit I attached hereto.
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EXHIBIT I
LIMITED POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, as of April 30 2000 that the Firsthand Funds
with principal offices at 000 Xxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxxxxxxxxx,
00000 (the "Trust") makes, constitutes, and appoints STATE STREET BANK AND TRUST
COMPANY (the "Administrator") with principal offices at 000 Xxxxxxxx Xxxxxx,
Xxxxxx, Xxxxxxxxxxxxx its lawful attorney-in-fact for it to do as if it were
itself acting, the following:
1. REGISTRATION OF TRUST SHARES. The power to register shares of the Trust
in each jurisdiction in which Trust shares are offered or sold and in
connection therewith the power to prepare, execute, and deliver and
file any and all Trust applications, including without limitation,
applications to register shares, consents, including consents to
service of process, reports, including without limitation, all periodic
reports, claims for exemption, or other documents and instruments now
or hereafter required or appropriate in the judgment of the
Administrator in connection with the registration of Trust shares.
2. AUTHORIZED SIGNERS. Pursuant to this Limited Power of Attorney,
individuals holding the titles of Officer, Blue Sky Manager, or Senior
Blue Sky Administrator at the Administrator shall have authority to act
on behalf of the Trust with respect to item 1 above.
The execution of this limited power of attorney shall be deemed coupled with an
interest and shall be revocable only upon receipt by the Administrator of such
termination of authority. Nothing herein shall be construed to constitute the
appointment of the Administrator as or otherwise authorize the Administrator to
act as an officer, trustee or employee of the Trust.
IN WITNESS WHEREOF, the Trust has caused this Agreement to be executed in its
name and on its behalf by and through its duly authorized officer, as of the
date first written above.
FIRSTHAND FUNDS
By: ___________________________
Name:
Title:
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Fund Administration Complex Fee Schedule for
FIRSTHAND FUNDS
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FEES FOR FUND ADMINISTRATION SERVICES
The following fee schedule is for full administration services for
Firsthand Funds. These services include: Compliance, Financial Reporting,
Treasurer's Office Support and Tax Reporting. For these services, the
funds will be charged according to the following fee schedule:
--------------------------------------------------------------------------------
Annual Fee
Average Assets
Expressed in Basis Points: 1/100 of 1%
First $1.0 Billion 3.00
Next $1.0 Billion 2.50
Next $1.0 Billion 2.00
Next $2.0 Billion 1.50
Thereafter 1.00
Minimum Per Fund $95,000
Fund Fees: Total net assets of all Funds in the series will be
used to calculate the fee by multiplying the net assets of the Funds by the
basis point fees in the above schedule. The minimum will be calculated by
multiplying the minimum fee by the number of Funds in each series to arrive at
the total minimum fee. The greater of the basis points or the minimum will be
accrued to each Fund based on the pro-rata total net asset value of each Fund in
the series.
THIS FEE SCHEDULE WILL APPLY TO THE EXISTING 5 FUNDS AND AN ADDITIONAL
2 NEW FUNDS.
MULTIPLE CLASSES OF SHARES
An additional $10,000 annual fee will be applied for each class of
shares, excluding the first class of shares, if more than one class of
shares is operational in a Fund.
OUT OF POCKET EXPENSES - INCLUDE BUT MAY NOT BE LIMITED TO:
Legal Fees, audit fees and other professional fees
Postage
Supplies related to Fund records
Travel and lodging for Board and Operations meetings
Preparation of financial statements other than Annual and Semi-Annual
Reporting, $3,000 per financial report.
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SPECIAL ARRANGEMENTS
Fees for activities of a non-recurring nature such as reorganizations,
and/or preparation of special reports will be subject to negotiation.
Fees for a change in fund structure (i.e. Core and feeder) are subject to
negotiation.
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