Exhibit 15(i) under Form N-1a
Exhibit No. 1 under Item 601/Reg SK
RULE 12B-1 AGREEMENT
This Agreement is made between the Financial Institution executing this
Agreement ("Institution") and Federated Securities Corp. ("FSC") for the mutual
funds (referred to individually as the "Fund" and collectively as the "Funds")
for which FSC serves as Distributor of shares of beneficial interest or capital
stock ("Shares") and which have adopted a Rule 12b-1 Plan ("Plan") and approved
this form of agreement pursuant to Rule 12b-1 under the Investment Company Act
of 1940. In consideration of the mutual covenants hereinafter contained, it is
hereby agreed by and between the parties hereto as follows:
1. FSC hereby appoints Institution to render or cause to be rendered
distribution and sales services to the Funds and their shareholders.
2. The services to be provided under Paragraph 1 may include, but are not
limited to, the following:
(a) making a cash sweep program available to certain shareholders of a
Fund;
(b) reviewing the activity in Fund accounts;
(c) providing training and supervision of its personnel;
(d) maintaining and distributing current copies of prospectuses and
shareholder reports;
(e) advertising the availability of its services and products;
(f) providing assistance and review in designing materials to send to
customers and potential customers and developing methods of making such
materials accessible to customers and potential customers; and
(g) responding to customers' and potential customers' questions about
the Funds.
3. During the term of this Agreement, FSC will pay the Institution fees for
each Fund as set forth in a written schedule delivered to the Institution
pursuant to this Agreement. FSC's fee schedule for Institution may be changed
by FSC sending a new fee schedule to Institution pursuant to Paragraph 12 of
this Agreement. For the payment period in which this Agreement becomes
effective or terminates, there shall be an appropriate proration of the fee on
the basis of the number of days that the Rule 12b-1 Agreement is in effect
during the quarter.
4. The Institution will not perform or provide any duties which would cause
it to be a fiduciary under Section 4975 of the Internal Revenue Code, as
amended. For purposes of that Section, the Institution understands that any
person who exercises any discretionary authority or discretionary control with
respect to any individual retirement account or its assets, or who renders
investment advice for a fee, or has any authority or responsibility to do so, or
has any discretionary authority or discretionary responsibility in the
administration of such an account, is a fiduciary.
5. The Institution understands that the Department of Labor views ERISA as
prohibiting fiduciaries of discretionary ERISA assets from receiving fees or
other compensation from funds in which the fiduciary's discretionary ERISA
assets are invested. To date, the Department of Labor has not issued any
exemptive order or advisory opinion that would exempt fiduciaries from this
interpretation. Without specific authorization from the Department of Labor,
fiduciaries should carefully avoid investing discretionary assets in any fund
pursuant to an arrangement where the fiduciary is to be compensated by the
fund for such investment. Receipt of such compensation could violate ERISA
provisions against fiduciary self-dealing and conflict of interest and could
subject the fiduciary to substantial penalties.
6. The Institution agrees not to solicit or cause to be solicited directly,
or indirectly at any time in the future, any proxies from the shareholders of
any or all of the Funds in opposition to proxies solicited by management of the
Fund or Funds, unless a court of competent jurisdiction shall have determined
that the conduct of a majority of the Board of Directors or Trustees of the Fund
or Funds constitutes willful misfeasance, bad faith, gross negligence or
reckless disregard of their duties. This paragraph 6 will survive the term of
this Agreement.
7. With respect to each Fund, this Agreement shall continue in effect for
one year from the date of its execution, and thereafter for successive periods
of one year if the form of this Agreement is approved at least annually by the
Directors or Trustees of the Fund, including a majority of the members of the
Board of Directors or Trustees of the Fund who are not interested persons of the
Fund and have no direct or indirect financial interest in the operation of the
Fund's Plan or in any related documents to the Plan ("Disinterested Directors or
Trustees") cast in person at a meeting called for that purpose.
8. Notwithstanding paragraph 7, this Agreement may be terminated as
follows:
(a) at any time, without the payment of any penalty, by the vote of a
majority of the Disinterested Directors or Trustees of the Fund or by a
vote of a majority of the outstanding voting securities of the Fund as
defined in the Investment Company Act of 1940 on not more than sixty (60)
days' written notice to the parties to this Agreement;
(b) automatically in the event of the Agreement's assignment as defined
in the Investment Company Act of 1940 or upon the termination of the
"Distributor's Contract" between the Fund and FSC; and
(c) by either party to the Agreement without cause by giving the other
party at least sixty (60) days' written notice of its intention to
terminate.
9. The termination of this Agreement with respect to any one Fund will not
cause the Agreement's termination with respect to any other Fund.
10. The Institution agrees to obtain any taxpayer identification number
certification from its customers required under Section 3406 of the Internal
Revenue Code, and any applicable Treasury regulations, and to provide FSC or its
designee with timely written notice of any failure to obtain such taxpayer
identification number certification in order to enable the implementation of any
required backup withholding.
11. This Agreement supersedes any prior service agreements between the
parties for the Funds.
12. This Agreement may be amended by FSC from time to time by the following
procedure. FSC will mail a copy of the amendment to the Institution's address,
as shown below. If the Institution does not object to
the amendment within thirty (30) days after its receipt, the amendment will
become part of the Agreement. The Institution's objection must be in writing
and be received by FSC within such thirty days.
13. This Agreement shall be construed in accordance with the Laws of the
Commonwealth of Pennsylvania.
[INSTITUTION]
Address
City State Zip Code
Dated: By:
----------------------- ------------------------------
Authorized Signature
Title
Print Name of Authorized Signature
FEDERATED SECURITIES CORP.
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
By:
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Xxxxxxx X. Xxxxxx, President
RIMCO MONUMENT FUNDS
EXHIBIT A to 12b-1 Agreement with
Federated Securities Corp. ("FSC")
Portfolios
FSC will pay Institution fees for the following portfolios (the "Funds")
effective as of the dates set forth below:
Name Date
RIMCO MONUMENT PRIME MONEY
MARKET FUND- CLASS B SHARES
Fees
1. During the term of this Agreement, FSC will pay Institution a
quarterly fee in respect of each Fund. This fee will be computed at the annual
rate of 0.50% of the average net asset value of Shares held during the quarter
in accounts for which the Institution provides services under this Agreement, so
long as the average net asset value of Shares in each Fund during the quarter
[ru12b1new]prototype-12b-1-share
(For use in conjunction with a Shareholder Services Plan)
equals or exceeds such minimum amount as FSC shall from time to time determine
and communicate in writing to the Institution.
2. For the quarterly period in which the Agreement becomes effective or
terminates, there shall be an appropriate proration of any fee payable on the
