SHAREHOLDER INFORMATION AGREEMENT
This
Shareholder Information Agreement (“Agreement”) is entered into this ____ day of
_________, 2007, by and between UMB Fund Services, Inc. (“Transfer Agent”), in
its capacity as transfer agent for the Adelante Funds (“Fund”) and {NAME OF
FINANCIAL INTERMEDIARY} (“Intermediary”) [with an effective date of October 16,
2007].
WHEREAS,
Intermediary holds Shares of the Fund for the benefit of Shareholders, as each
such term is defined herein; and
WHEREAS,
Rule 22c-2 under the Investment Company Act of 1940 requires the Fund and the
Intermediary to enter into a written agreement designed to assist the Fund
in
implementing the Fund’s policies on frequent trading of Shares; and
WHEREAS,
in order to permit the Intermediary to continue to purchase Shares on and after
October 16, 2007, the parties desire to enter into this Agreement.
NOW,
THEREFORE, in consideration of the foregoing recitals, the parties hereto agree
as follows:
1.
Definitions.
For
purposes of this Agreement:
1.1
The
term “Fund” includes the fund’s principal underwriter and transfer agent. The
term not does include any “excepted funds” as defined in SEC Rule 22c-2(b) under
the Investment Company Act of 1940. The term “excepted fund” means any: (1)
money market fund; (2) fund that issues securities that are listed on a national
exchange; and (3) fund that affirmatively permits short-term trading of its
securities, if its prospectus clearly and prominently discloses that the fund
permits short-term trading of its securities and that such trading may result
in
additional costs for the fund.
1.2
The
term “Shares” means the interests of Shareholders corresponding to the
redeemable securities of record issued by the Fund under the Investment Company
Act of 1940 that are held by the Intermediary.
1.3
The
term “Shareholder” means the beneficial owner of Shares, whether the Shares are
held directly or by the Intermediary in nominee name. With respect to an
Intermediary which is a retirement plan recordkeeper, the term “Shareholder”
means the Plan participant notwithstanding that the Plan may be deemed to be
the
beneficial owner of Shares. With respect to an Intermediary which is an
insurance company, the term “Shareholder” means the holder of interests in a
variable annuity or variable life insurance contract issued by the Intermediary.
1.4
The
term “written” includes electronic writings and facsimile transmissions.
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1.5
The
term “Intermediary” shall mean a “financial intermediary” as defined in SEC Rule
22c-2.
1.6
The
term “purchase” does not include the automatic reinvestment of dividends.
1.7
The
term “promptly” as used in Section 3.1.2 shall mean as soon as practicable but
in no event later than 5 business days from the Intermediary’s receipt of the
request for information from the Fund or its designee.
2.
Course
of Conduct Prior to Effective Date.
Prior
to the effective date of this Agreement, the Fund and the Intermediary agree
that any requests made to the Intermediary by the Fund for shareholder
transaction information, and the Intermediary’s response to such requests, shall
be governed by whatever agreement is in effect between the Fund and the
Intermediary that is intended to govern such requests, or in the absence of
a
formal agreement, by whatever practices the Fund and the Intermediary had
utilized in the absence of a formal agreement to govern such requests.
3.
Shareholder
Information.
3.1
Agreement
to Provide Information.
The
Intermediary agrees to provide the Fund, upon written request, the taxpayer
identification number (“TIN”), the Individual/International Taxpayer
Identification Number (“ITIN”), or other government-issued identifier (“GII”),
if known, of any or all Shareholder(s) of the account and the amount, date,
name
or other identifier of any investment professional(s) associated with the
Shareholder(s) or account (if known), and transaction type (purchase,
redemption, transfer, or exchange) of every purchase, redemption, transfer,
or
exchange of Shares held through an account maintained by the Intermediary during
the period covered by the request.
3.1.1
Period
Covered by Request.
Requests must set forth a specific period, not to exceed 12 months from the
date
of the request, for which transaction information is sought. The Fund may
request transaction information older than 12 months from the date of the
request as it deems necessary to investigate compliance with policies
established by the Fund for the purpose of eliminating or reducing any dilution
of the value of the outstanding shares issued by the Fund.
3.1.2.
Form
and Timing of Response.
(a) The
Intermediary agrees to provide, promptly upon request of the Fund or its
designee, the requested information specified in 3.1. If requested by the Fund
or its designee, Intermediary agrees to use best efforts to determine promptly
whether any specific person about whom it has received the identification and
transaction information specified in 3.1
is
itself a financial intermediary (“indirect intermediary”) and, upon further
request of the Fund or its designee,
promptly either (i) provide (or arrange to have provided) the information set
forth in 3.1
for those shareholders who hold an account with an indirect intermediary or
(ii)
restrict or prohibit the indirect intermediary from purchasing, in nominee
name
on behalf of other persons, securities issued by the Fund. The Intermediary
additionally agrees to inform the Fund whether it plans to perform (i) or (ii).
(b) Responses required by this paragraph must be communicated in writing and
in
a format mutually agreed upon by the parties. (c) To the extent practicable,
the
format for any transaction information provided to the Fund should be consistent
with the NSCC Standardized Data Reporting Format.
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3.1.3
Limitations
on Use of Information. The
Fund agrees not to use the information received for marketing or any other
similar purpose without the prior written consent of the Intermediary.
3.2
Agreement
to Restrict Trading.
The Intermediary agrees to execute written instructions from the Fund to
restrict or prohibit further purchases or exchanges of Shares by a Shareholder
who has been identified by the Fund as having engaged in transactions of the
Fund’s Shares (directly or indirectly through the Intermediary’s account) that
violate policies established or utilized by the Fund for the purpose of
eliminating or reducing any dilution of the value of the outstanding Shares
issued by the Fund.
3.2.1
Form
of Instructions.
Instructions to restrict or prohibit trading must include the TIN, ITIN, or
GII,
if known, and the specific restriction(s) to be executed. If the TIN, ITIN,
or
GII is not known, the instructions must include an equivalent identifying number
of the Shareholder(s) or account(s) or other agreed upon information to which
the instruction relates.
3.2.1
Timing
of Response.
The Intermediary agrees to execute instructions from the Fund to restrict or
prohibit trading as soon as reasonably practicable, but not later than five
business days after receipt of the instructions by the Intermediary.
3.2.3
Confirmation
by Intermediary.
The Intermediary must provide written confirmation to the Fund that instructions
from the Fund to restrict or prohibit trading have been executed. Intermediary
agrees to provide confirmation as soon as reasonably practicable, but not later
than ten business days after the instructions have been executed.
4.
Termination.
This Agreement shall terminate automatically and with no notice to the
Intermediary upon the termination of the Transfer Agency Agreement between
the
Transfer Agent and the Fund.
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IN
WITNESS WHEREOF, the undersigned have caused this Shareholder Information
Agreement to be executed as of the day and year first above written.
UMB
FUND SERVICES, INC.
By:
____________________________________________________________________
Title:
___________________________________________________________________
{NAME
OF INTERMEDIARY}
By:
____________________________________________________________________
Title:
___________________________________________________________________
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