EXHIBIT 99.B9-1
EXHIBIT 23(F)(1)
DEALER SALES AGREEMENT
IDEX MUTUAL FUNDS
InterSecurities, Inc.
000 Xxxxxxxx Xxxxxxx
Xx. Xxxxxxxxxx, XX 00000
Telephone: (000) 000-0000
Date:_________________
Broker Dealer No:________
PART I
IDEX MUTUAL FUNDS
DEALER'S SALES AGREEMENT
Ladies and Gentlemen:
We have entered into an underwriting agreement with IDEX Mutual Funds
(the "IDEX Fund") whereby we will act as Principal Underwriter as defined in the
Investment Company Act of 1940, with the right to purchase shares of beneficial
interest of the IDEX Fund for sale of such shares to investors either directly
or indirectly through other broker-dealers. As Principal Underwriter, we offer
to sell to you the various series and classes of shares of the IDEX Fund
representing the various funds of the IDEX Fund (each fund and class thereof
referred to individually as a "fund" or "Class", as applicable, and
collectively, the "funds" or "Classes", as applicable), subject to the following
conditions:
1. In all sales of shares to the public you shall act as dealer for your
own account.
2. On purchases of Class A and Class T fund shares, you shall receive a
discount amounting to a percentage of the applicable public offering
price, as set forth in the then current prospectus (which includes the
Statement of Additional Information) for the fund. On purchases of
Class B fund shares, you shall receive a commission amounting to a
percentage of the net asset value, as set forth in the then current
prospectus for the fund. Such payment shall be subject to all of the
terms and conditions relating thereto as set forth in the then current
prospectus for the Class A, Class B and Class T shares of the fund. In
addition to the discount or commission payable to you pursuant to this
Section 2: (a) for your distribution, marketing and/or administrative
services in the promotion and sale of fund shares, we shall, providing
this Agreement is in force, pay to you a fee as to each Class of shares
of a fund sold by you, computed on an annual basis and paid quarterly,
to the extent and in the amount such fee, if any, is set forth in the
then current prospectus for the applicable Class of the fund based on a
percentage of the average daily aggregate value (at net asset value) of
shares of the applicable Class of the fund held by your clients; and
(b) for your personal service and/or maintenance of shareholder
accounts with respect to your customers who own shares of a fund, we
shall, providing this Agreement is in force, pay to you a fee as to
each Class of shares of a fund computed on an annual basis and paid
quarterly, to the extent and in the amount such fee, if any, is set
forth in the then current prospectus for the applicable Class of the
fund based on a percentage of the average daily aggregate value (at net
asset value) of shares of the applicable Class of the fund held by your
clients. Payment of these fees or the terms thereof, may be modified or
terminated by us at any time.
3. You represent that you are, and at the time of purchasing any shares of
a fund will be, a member in good standing of the National Association
of Securities Dealers, Inc. (the "NASD"), along with NASD Regulation,
Inc.
4. Orders received from you will be accepted by us only at the public
offering price applicable to each order as established by the then
current prospectus applicable to the particular shares of the IDEX
Fund. The procedure relating to handling orders shall be subject to
instructions which we shall forward to you from time to time. All
orders are subject to acceptance or rejection by us in our sole
discretion.
5. You agree to purchase shares only from us or from your customers. If
you purchase shares from us, you agree that all such purchases shall be
made only to cover orders already received by you from your customers,
or for your own bona fide investment.
If you purchase shares from your customers, you agree to pay such
customers not less than the redemption price in effect on the date of
purchase, as defined in the then current prospectus applicable to the
particular
shares of the IDEX Fund. We in turn agree that we will not purchase any
shares from the IDEX Fund except for the purpose of covering purchase
orders which we have already received.
6. You shall sell shares only (a) to customers at the public offering
price then in effect and (b) to the IDEX Fund or to any dealer who is a
member of the NASD at the redemption price in effect with respect to
the particular shares on the date of sale.
7. Only unconditional orders for shares of a definite specified price will
be accepted.
8. If any shares sold to you under the terms of this agreement are
repurchased by the IDEX Fund or are tendered for redemption within
seven business days after the date of confirmation, it is agreed that
you shall forfeit your right to any discount received by you on such
shares.
9. Remittance of the net amount due for shares purchased from us shall be
made payable to Idex Investor Services, Inc., Agent for the
Underwriter, promptly, but in no event later than the maximum amount of
time legally permissible after our confirmation of sale to you
(currently, three business days). Such payment should be sent, together
with any stock transfer stamps required on account of the sale by you,
to Idex Investor Services, Inc., P. O. Xxx 0000, Xxxxxxxxxx, XX
00000-0000, with your transfer instructions on the appropriate copy of
our confirmation of sale to you. If such payment is not received by
Idex Investor Services, Inc., we reserve the right, without notice,
forthwith to cancel the sale.
10. Promptly upon receipt of payment, shares sold to you shall be deposited
by us or our agent, Idex Investor Services, Inc. No certificates will
be issued unless specifically requested.
11. No person is authorized to make any representations concerning shares
of a fund except those contained in the then current prospectus
applicable to the particular shares of the IDEX Fund and in supplements
thereto. In purchasing shares from us you shall rely solely on the
representations contained in the prospectus applicable to the
particular shares of the IDEX Fund and supplements thereto.
12. Additional copies of the current prospectus and supplements thereto and
other literature will be supplied by us in reasonable quantities upon
request.
13. Certain of your registered representatives may, from time to time,
request access to certain account information with respect to the
shares of the IDEX Fund (the "Account Information") via downloading of
such Account Information to an electronic mailbox which will be
accessed by the registered representative through his or her personal
computer. The Account Information will be accessed by the registered
representative via software purchased from an outside vendor to whom
the IDEX Fund provides access to the Account Information. In exchange
for the cooperation of the IDEX Fund and of InterSecurities, Inc. in
providing access to the Account Information for the convenience of the
registered representatives, you agree that it is your sole
responsibility to oversee and supervise your registered representatives
in the utilization of such Account Information, including verification
of the accuracy of all written material produced by a registered
representative from the Account Information. Further, you are solely
responsible for ensuring that all NASD, SEC and other regulations are
fully complied with by the registered representatives in connection
with the utilization of and preparation of any written or oral material
from, the Account Information. You shall fully indemnify and hold
harmless the undersigned and the IDEX Fund from any and all claims made
against them by any party with respect to your registered
representatives' use of such Account Information.
14. We reserve the right in our discretion, without notice, to suspend
sales or withdraw the offering of shares entirely or to modify or
cancel this agreement.
15. We both hereby agree to abide by the rules of the NASD ("NASD Rules").
Specifically, and without limiting the foregoing, we both hereby agree
that sales of the shares of each fund, and each Class thereof, shall be
effected in accordance with Section 2310 and Section 2830 of the NASD
Rules, as interpreted by the NASD.
16. All communications to us should be sent to the above address. Any
notice to you shall be duly given if mailed or telecopied to you at
your address specified below. This agreement shall be construed in
accordance with the laws of Florida, without regard to the choice of
law principles thereof.
17. You agree to abide by the Sales Compliance Policies Relating to the
Multiple Class Distribution System, attached to this Agreement as
Appendix A, with respect to each fund of the IDEX Fund and to include
such Sales Compliance Policies in your internal guidelines for sales
compliance.
18. Your registered representatives may, from time to time, assist your
customers in determining and documenting such customers' eligibility
for reductions in, or waivers of, front end sales charges or contingent
deferred sales charges to which one or more Classes of shares may be
subject. You agree that it is your responsibility to oversee and
supervise the activities of your registered representatives in
connection with the sale and redemption of shares of the funds,
including verification of the eligibility of customers for reductions
in, or waivers of, sales charges to the extent that your registered
representatives assist customers in determining and documenting such
eligibility. You shall fully indemnify and hold harmless the
undersigned and the IDEX Fund from any and all losses sustained by them
as a result of any inaccurate, or incomplete, representations made by
your registered representatives or your customers in connection with
eligibility for reductions in, or waivers of, sales charges, if and to
the extent that you or your registered representatives knew, or should
have known, of such inaccuracies or omissions.
PART II
CASH EQUIVALENT FUND
SALES AGREEMENT
We have entered into a Services Agreement (the "Xxxxxx Agreement") with
Zurich Xxxxxx Investments, Inc. ("Xxxxxx"), the administrator, distributor and
principal underwriter for Cash Equivalent Fund ("CEF"), pursuant to which we
have agreed to sell shares of CEF and perform certain shareholder services and
provide certain facilities and equipment in connection with such services. The
Xxxxxx Agreement permits us to enter into agreements with other broker-dealers
pursuant to which such broker-dealers shall sell shares of CEF and we will
perform certain shareholder servicing functions with respect to CEF shares owned
by the clients of such broker-dealers. Accordingly, we agree as follows:
19. SALE OF CEF SHARES. You shall sell shares of CEF to the public in
accordance with the terms and conditions set forth in this Agreement:
(a) You shall offer and sell CEF shares only in states where they may
legally be sold.
(b) In all sales of CEF shares to the public, you shall act as dealer
for your own account, and you shall not have authority to act as
agent for CEF, for Xxxxxx, for InterSecurities, Inc., or for any
representative or agent of such parties.
(c) All orders shall be subject to acceptance or rejection by Xxxxxx
in its sole discretion, and will be accepted by Xxxxxx only at the
public offering price applicable to each order as established by
CEF's then current prospectus. You may offer and sell CEF shares
to your customers only at the public offering price, which is the
net asset value per share as described in CEF's prospectus. Xxxxxx
will not accept any conditional orders for shares. You shall place
orders for CEF shares in the manner set forth in CEF's prospectus.
(d) You shall purchase shares only from Xxxxxx or your client, and you
shall not purchase shares from your clients at a price lower than
that quoted by or for CEF. You may sell shares for the account of
your customer to CEF, or to Xxxxxx as agent for CEF, at the price
currently quoted by or for CEF.
(e) You will purchase shares from Xxxxxx only to cover purchase orders
already received from your clients or for your own bona fide
investment.
(f) You will not withhold placing with Xxxxxx orders received from
your clients so as to profit yourself as a result of such
withholding.
(g) All sales will be made subject to receipt by Xxxxxx of shares from
CEF.
20. UNAUTHORIZED REPRESENTATIONS. No person is authorized to make any
representations concerning shares of CEF except those contained in the
current prospectus of CEF and in supplemental printed information
subsequently issued by CEF or by Xxxxxx.
21. NASD MEMBERSHIP. You represent that you are, and at the time of
purchasing any shares of CEF will be, a member in good standing of the
NASD.
22. AGREEMENTS OF INTERSECURITIES, INC.
(a) We agree to supply you with such reasonable number of copies of
CEF's prospectus and sales literature as you may request.
(b) We shall perform the following services with respect to your
clients who own CEF shares: answer routine client inquiries
regarding CEF, assist clients in changing dividend options,
account designations and addresses, and similar coordination of
shareholder matters with Xxxxxx and CEF, provided, however, that
we may terminate such service at any time upon written notice to
you. In the event that we cease to perform such services, those
services will be performed directly by Xxxxxx.
(c) We shall pay you a fee after the end of each calendar quarter in
the amount of .10 of 1% of the average aggregate daily net asset
value of CEF shares owned by your clients. In computing your fee,
one-fourth of the applicable fee rate shall be applied to the
average aggregate daily net asset value of such CEF shares owned
by your clients for the quarter in question.
Each quarter's fee shall be determined independently of every other
quarter's fee. For the quarter in which this Agreement becomes
effective or terminates, there shall be an appropriate proration on the
basis of the number of days that the Agreement is in effect during that
quarter.
23. REPORTS. You shall prepare such reports as we may request in order to
comply with our reporting obligations to Xxxxxx.
24. DOWNLOADING OF ACCOUNT INFORMATION. Certain of your registered
representatives may, from time to time, request access to certain
account information with respect to the CEF shares (the "Account
Information") via downloading of such Account Information to an
electronic mailbox which will be accessed by the registered
representative through his or her personal computer. The Account
Information will be accessed by the registered representative via
software purchased from an outside vendor to whom access to the Account
Information is provided. In exchange for the cooperation of the IDEX
Fund and of InterSecurities, Inc. in providing access to the Account
Information for the convenience of the registered representatives, you
agree that it is your sole responsibility to oversee and supervise your
registered representatives in the utilization of such Account
Information, including verification of the accuracy of all written
material produced by a registered representative from the Account
Information. Further, you are solely responsible for ensuring that all
NASD, SEC and other regulations are fully complied with by the
registered representatives in connection with the utilization of and
preparation of any written or oral material from, the Account
Information. You shall fully indemnify and hold harmless the
undersigned and the IDEX Fund from any and all claims made against them
by any party with respect to your registered representatives' use of
such Account Information.
25. TERMS AND TERMINATION. This Agreement shall become effective on the
date hereof and continue in effect until terminated. This Agreement
shall automatically terminate in the event of its assignment and upon
any termination of the Xxxxxx Agreement. It may be terminated at any
time by us or you on thirty (30) days written notice.
26. NOTICES AND COMMUNICATIONS. All notices and communications to us should
by sent to the above address. Any notice to you shall be duly given if
mailed, hand delivered or telegraphed to the address specified below.
Very truly yours,
InterSecurities,
Inc.
By:_________________________________________
Registered Principal
The undersigned hereby accepts and agrees to the terms of this Agreement.
Firm Name:___________________________________
By:_________________________________________
Authorized Securities Principal
Name:_______________________________________
Title: ________________________________________
Address: ___________________________________________
______________________________________________
Telephone: ___________________________________
Federal Tax I.D.:_______________________________
NASD CRD No.:_______________________________
(RETAIN A COPY AND RETURN THE ORIGINAL)
APPENDIX A
TO
IDEX MUTUAL FUNDS
DEALER'S SALES AGREEMENT
SALES COMPLIANCE POLICIES RELATING TO THE
MULTIPLE CLASS DISTRIBUTION SYSTEM
Each fund of IDEX Mutual Funds (each a "fund" and collectively, the
"funds"), other than the IDEX JCC Growth, which includes four classes of shares,
currently offers four classes of shares as follows:
Class A shares are ordinarily purchased with a front-end sales load and
are currently subject to an annual 12b-1 fee of up to .35% of the average daily
net assets of that fund's Class A shares.
Class B shares are purchased with no front-end sales charge and are
currently subject to an annual 12b-1 fee of 1.00% of the average daily net
assets of that fund's Class B shares. Class B shares are also subject to a
contingent deferred sales charge at a declining rate, payable upon redemption of
the shares during the first six years after purchase. Class B shares
automatically convert to Class A shares eight years after purchase.
Class C shares are purchased with no front-end sales charge and are
currently subject to an annual 12b-1 fee up to 1.00% of the average daily net
assets of that fund's Class C shares.
Class M shares are purchased with a front-end sales charge and are
currently subject to an annual 12b-1 fee of up to .90% (.60% for the IDEX AEGON
Tax Exempt) of the average daily net assets of that fund's Class M shares.
Class M shares automatically convert to Class A shares ten years after purchase.
Class T Shares of IDEX JCC Growth will be subject to a maximum initial
8.50% sales charge, but no ongoing annual 12b-1 fees. Class T Shares will be
available for sale only to existing Class T shareholders (former shareholders of
IDEX Fund and IDEX Fund 3). CLASS T SHARES WILL NOT BE OFFERED OR SOLD TO NEW
INVESTORS.
To assist investors in selecting the method of investing that best
meets their needs and to ensure proper supervision of mutual fund purchase
recommendations, we request that your internal guidelines include the following
policies:
(1) Any purchases of fund shares for less than $500,000 may be of shares
either 1) subject to a front-end sales charge and an ongoing 12b-1 fee
of up to .35% of the average daily net assets of those shares (Class A
Shares); 2) subject to an ongoing 12b-1 fee of 1.00% of the average
daily net assets of those shares, a contingent deferred sales charge on
the lesser of the original purchase price or redemption proceeds at a
declining rate for the six years following purchase as follows: 5%
during the first year, 4% during the second year, 3% during the third
year, 2% during the fourth year, 1% during the fifth and sixth years,
and 0% after the sixth year, and automatic conversion to Class A shares
eight years after purchase (Class B Shares); 3) subject to no front-end
sales charge and a 12b-1 fee of up to 1.00% of the average daily net
assets of those share (Class C Shares) or 4) subject to a front-end
sales charge and a 12b-1 fee of up to .90% (.60% for IDEX AEGON Tax
Exempt) of the average daily net assets of those shares; and automatic
conversion to Class A shares ten years after purchase (Class M Shares).
(Purchases of IDEX JCC Growth shares for less than $500,000 may also be
of Class T shares, if available to the investor (I.E., the investor is,
at the time of purchase, an existing Class T shareholder). Such shares
are subject to a front-end sales charge, but no ongoing annual 12b-1
fees).
(2) Any purchases of fund shares for $500,000 or more but less than
$1,000,000 may be of shares either 1) subject to a front-end sales
charge and an ongoing 12b-1 fee of up to .35% of the average daily net
assets of those shares (Class A shares); 2) subject to no front-end
sales charge and a higher 12b-1 fee (Class C shares); or 3) Subject to
no front-end sales charge and a 12b-1 fee of up to 1.00% of the average
daily net assets of those shares (Class C Shares). (Purchases of IDEX
JCC Growth shares for $500,000 or more but less than $1,000,000 may
also be of Class T shares, if available to the investor (I.E., the
investor is, at the time of purchase, an existing Class T shareholder).
Such shares are subject to a front-end sales charge, but no ongoing
annual 12b-1 fees). Purchases of $500,000 or more for Class B shares
will be declined.
(3) Sales personnel should determine which class of shares best meets the
investor's needs based on the relevant facts and circumstances,
including, but not limited to:
(a) the specific dollar amount of the purchase;
(b) the length of time the investor expects to hold his or her
shares;
(c) any other relevant circumstances, such as the availability of
sales or redemption charge waivers or reductions on Class A,
Class B and Class M shares (and Class T shares, if available to
the investor);
(d) the availability of breakpoints for reduced sales loads on Class
A shares (and Class T shares, if available to the investor); and
(e) sales of shares of each fund, and each Class thereof, shall be
effected in accordance with Section 2310 (formerly Section 2) and
Section 2830 (formerly Section 26) of the NASD Rules, as
interpreted by the NASD.
(4) Any purchase of fund shares for $1,000,000 or more normally should be
for Class A shares because such a purchase will not be subject to a
front-end sales charge and will have lower ongoing 12b-1 fees than
those imposed on Class B, Class C and Class M shares. (If, however,
Class T shares of the IDEX JCC Growth are available to the investor
(I.E., the investor is, at the time of purchase, an existing Class T
shareholder), the purchase of IDEX JCC Growth shares for $1,000,000 or
more normally should be for Class T shares, because such a purchase
will not be subject to a front-end sales charge and will have no
ongoing 12b-1 fees.) However, if no front-end sales charge is incurred
because a Class A or Class T purchase equals or exceeds $1,000,000, a
deferred sales charge of 1% will be imposed at redemption of such
shares within the first twenty-four months of the purchase.
(5) Investors who are eligible for a complete waiver of the front-end sales
charge on Class A shares, and in the case of the IDEX JCC Growth, are
not eligible to purchase Class T shares on such a basis, normally
should purchase Class A shares because the ongoing 12b-1 fees of such
shares are lower than those of Class B, Class C and Class M shares
(keeping in mind that upon redemption of such shares within the first
twenty-four months of purchase, a 1% deferred sales charge may be
imposed on such redemption).
(6) With respect to the IDEX JCC Growth, investors who are eligible to
purchase Class T shares and are eligible for a complete waiver of the
front-end sales charge on Class T shares normally should purchase Class
T shares because Class T shares have no ongoing 12b-1 fees (keeping in
mind that upon redemption of such shares within the first twenty-four
months of purchase, a 1% deferred sales charge may be imposed on such
redemption, unless the shares were purchased through a qualified
retirement plan).
Investors should consider both ongoing annual expenses and front-end
and contingent deferred sales charges, if any, in estimating the costs of
investing in the respective classes of fund shares over time. For example, new
investors that qualify for a substantial reduction in a front-end sales charge
ordinarily should determine that a purchase of Class A shares, subject to lower
ongoing expenses, is preferable to a purchase of Class B shares which are
subject to higher ongoing 12b-1 fees and a contingent deferred sales charge or
of Class C and Class M shares which would be subject to payment of a higher
ongoing 12b-1 fee.
Alternatively, an investor whose purchase of fund shares would not
qualify for a reduction of the front-end sales charge, may wish to avoid the
sales charge and thus initially invest all of his or her dollars in Class B or
Class C shares. Such an investor should consider how long he or she plans to
hold such shares when deciding which class of shares to purchase. Certain
investors may elect to purchase Class B shares if they determine it to be most
advantageous to have all their funds invested initially and intend to hold their
shares for an extended period of time. Investors in Class B shares should take
into account whether they intend to remain invested until the end of the
conversion period and thereby take advantage of the reduction in ongoing fees
resulting from the conversion into Class A shares. Other investors may elect to
purchase Class C shares if they determine that it is advantageous to have all
their assets invested initially and they are uncertain as to the length of time
they intend to hold their assets in the Fund. See especially the sections "Fees
and Expenses," "Shareholder Information - Opening an Account" "Distribution
Arrangements-Distribution Plans" in the prospectus for the respective fund.
The above policies are reflected in a revised prospectus for the funds.
These policies are in addition to, and not intended to override, any other of
your internal policies.
