SHAREHOLDER SERVICES AGREEMENT
FOR THE PITCAIRN FUNDS
Gentlemen:
Pitcairn Funds (the "Trust")("We"), a Delaware business trust registered as a
management investment company under the Investment Company Act of 1940 (the
"1940 Act"), in connection with the Trust's separate series of shares (the
"Funds") listed on the attached Schedule A, hereby appoints Pitcairn Trust
Company ("PTC") to provide shareholder services pursuant to this Shareholder
Services Agreement (the "Agreement"). This Agreement is adopted pursuant to and
is subject to the terms and conditions of the Pitcairn Funds Shareholder
Services Plan (the "Plan").
1. In consideration of your providing shareholder services and/or account
maintenance services to those of your clients who may from time to time
directly or indirectly beneficially own shares of the Funds ("PTC Client
Shares"), we shall pay you a fee periodically. Attached hereto as Schedule
B is a list of certain types of services which are contemplated to be
provided in accordance with this Agreement.
2. The fee paid with respect to each applicable Fund will be computed and paid
quarterly at an annual rate of 25 basis points (0.25%) of the average net
asset value of the PTC Client Shares, provided that such Shares are owned
of record at the close of business on the last business day of the payment
period by shareholders with whom you have a servicing relationship as
indicated by the records maintained by the Trust or its shareholder
servicing agent.
3. We shall pay you the total of the fees calculated for each respective Fund
for any period with respect to which such calculations are made within 45
days after the close of such period.
4. We reserve the right to withhold payment with respect to any PTC Client
Shares purchased and redeemed or repurchased by the Trust within seven (7)
business days after the date of our confirmation of such purchase.
5. You shall furnish the Trust with such information as shall reasonably be
requested by the Trustees with respect to the fees paid to you pursuant to
this Agreement, including a description of the Services provided.
6. Neither you nor any of your employees or agents are authorized to make any
representation concerning shares of the Trust except those contained in the
then current Prospectus for the Trust, and you shall have no authority to
act as agent for the Trust.
7. This Agreement may be terminated by either party or by vote of a majority
of the Plan Trustees (as defined in the Plan) or by vote of a majority of
the outstanding shares of a Fund with respect to any Fund at any time
without payment of any penalty upon sixty
(60) days' written notice. This agreement will terminate automatically in
the event of its assignment, within the meaning of the Investment Company
Act of 1940.
8. You shall comply with all applicable state and Federal laws and the rules
and regulations of authorized regulatory agencies.
9. This Agreement and any Schedule hereto may not be revised except by mutual
written agreement between the parties. This Agreement may be revised only
after 60 days' written notice or upon such shorter notice as the parties
may mutually agree.
10. All communications to us should be sent to Pitcairn Funds, Xxx Xxxxxxxx
Xxxxx, Xxxxx 0000, Xxxxxxxxxx, Xxxxxxxxxxxx 00000. Any notice to you shall
be duly given if mailed or telegraphed to you at the address specified by
you below.
11. This Agreement shall be construed in accordance with the laws of the State
of Pennsylvania.
IN WITNESS WHEREOF, the undersigned parties have executed this Agreement as
of the ____ day of _______________, 2000.
PITCAIRN FUNDS
By:
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Name:
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Title:
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PITCAIRN TRUST COMPANY
By:
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Name:
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Title:
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SCHEDULE A
Pitcairn Diversified Value Fund
Pitcairn Diversified Growth Fund
Pitcairn Select Value Fund
Pitcairn Select Growth Fund
Pitcairn Small Cap Value Fund
Pitcairn Small Cap Growth Fund
Pitcairn Family Heritage-Registered Trademark- Fund
Pitcairn International Equity Fund
Pitcairn Government/Corporate Bond Fund
Pitcairn Tax-Exempt Bond Fund
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SCHEDULE B
TO THE SHAREHOLDER SERVICES AGREEMENT RELATING
TO THE SHARES OF PITCAIRN FUNDS
The types of shareholder services which may be compensated pursuant to the
Agreement include, but are not necessarily limited to, the following:
1. Subaccounting for all Fund share transactions at the shareholder level;
2. Crediting distributions from the Funds to shareholder accounts;
3. Determining amounts to be reinvested in the Funds;
4. Assisting customers in changing account options, account designations and
account addresses; and
5. Dissemination of tax information and mailing Fund information, such as
prospectuses and annual and semi-annual reports to beneficial owners of the
subject shares.
6. Providing such other administrative and personal services as may be
reasonably requested and which are deemed necessary and beneficial to the
holders of the Subject Shares.
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