1
ADMINISTRATIVE SERVICES AND
TRANSFER AGENCY AGREEMENT
This Agreement, made and entered into this 1st day of April, 1987, by
and between SBL Fund, a Kansas corporation ("Fund"), and Security
Management Company, a Kansas corporation, ("SMC").
WHEREAS, the Fund is engaged in business as an open-end management
investment company registered under the Investment Company Act of 1940; and
WHEREAS, Security Management Company is willing to provide
general administrative, fund accounting, transfer agency, and dividend
disbursing services to the Fund under the terms and conditions hereinafter set
forth;
NOW, THEREFORE, in consideration of the premises and mutual agreements
made herein, the parties agree as follows:
1. EMPLOYMENT OF SECURITY MANAGEMENT COMPANY
SMC will provide the Fund with general administrative, fund
accounting, transfer agency, and dividend disbursing services described
and set forth in Schedule A attached hereto and made a part of this
agreement by reference. SMC agrees to maintain sufficient trained
personnel and equipment and supplies to perform such services in
conformity with the current prospectus of the Fund and such other
reasonable standards of performance as the Fund may from time to time
specify, and otherwise in an accurate, timely, and efficient manner.
2. COMPENSATION
As consideration for the services described in Section I, the Fund
agrees to pay SMC a fee as described and set forth in Schedule B attached
hereto and made a part of this agreement by reference, as it may be
amended from time to time, such fee to be calculated and accrued
daily and payable monthly.
3. EXPENSES
A. EXPENSES OF SMC. SMC shall pay all of the expenses incurred
in providing Fund the services and facilities described in
this agreement, whether or not such expenses are billed to SMC or the
fund, except as otherwise provided herein.
B. DIRECT EXPENSES. Anything in this agreement to the
contrary notwithstanding, the Fund shall pay, or reimburse SMC for
the payment of, the following described expenses of the Fund
(hereinafter called "direct expenses") whether or not billed to
the Fund, SMC or any related entity:
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1. Fees and expenses of its independent directors and the
meetings thereof;
2. Fees and costs of investment advisory services;
3. Fees and costs of independent auditors and income
tax preparation;
4. Fees and costs of outside legal counsel and any legal
counsel directly employed by the Fund or its Board of Directors;
5. Custodian and banking services, fees and costs;
6. Costs of printing and mailing prospectuses to
existing shareholders, proxy statements and other reports to
shareholders, where such costs are incurred through the use
of unaffiliated vendors or mail services.
7. Fees and costs for the registration of its securities with
the Securities and Exchange Commission and the jurisdictions in
which it qualifies its share for sale, including the fees and
costs of registering and bonding brokers, dealers and
salesmen as required;
8. Dues and expenses associated with membership in the
Investment Company Institute;
9. Expenses of fidelity and liability insurance and bonding
covering Fund;
10. Organizational costs.
4. INSURANCE
The Fund and SMC agree to procure and maintain, separately or as
joint insureds with themselves, their directors, employees, agents and
others, and other investment companies for which SMC acts as investment
advisor and transfer agent, a policy or policies of insurance against loss
arising from breaches of trust, errors and omissions, and a fidelity
bond meeting the requirements of the Investment Company Act of 1940, in
the amounts and with such deductibles as may be agreed upon from time to
time, and to pay such portions of the premiums therefor as amount of the
coverage attributable to each party is to the aggregate amount of the
coverage for all parties.
5. REGISTRATION AND COMPLIANCE
A. SMC represents that as of the date of this agreement it is
registered as a transfer agent with the Securities and Exchange
Commission ("SEC") pursuant to Subsection 17A of the Securities and
Exchange Act of 1934 and the rules and regulations thereunder,
and agrees to maintain said registration and comply with all
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of the requirements of said Act, rules and regulations so long as
this agreement remains in force.
B. The Fund represents that it is a diversified management
investment company registered with the SEC in accordance with the
Investment Company Act of 1940 and the rules and regulations
thereunder, and authorized to sell its shares pursuant to said Act,
the Securities Act of 1933 and the rules and regulations thereunder.
6. LIABILITIES AND INDEMNIFICATION
SMC shall be liable for any actual losses, claims, damages or
expenses (including any reasonable counsel fees and expenses) resulting
from SMC's bad faith, willful misfeasance, reckless disregard of its
obligations and duties, negligence or failure to properly
perform any of its responsibilities or duties under this agreement.
SMC shall not be liable and shall be indemnified and held harmless by
the Fund, for any claim, demand or action brought against it arising out
of, or in connection with:
A. Bad faith, willful misfeasance, reckless disregard of its duties
or negligence of the Board of Directors of the Fund, or SMC's acting
upon any instructions properly executed and authorized by the
Board of Directors of the Fund;
B. SMC acting in reliance upon advice given by independent
counsel retained by the Board of Directors of the Fund.
In the event that SMC requests the Fund to indemnify or hold it
harmless hereunder, SMC shall use its best efforts to inform the
Fund of the relevant facts concerning the matter in question. SMC shall
use reasonable care to identify and promptly notify the Fund concerning
any matter which presents, or appears likely to present, a claim for
indemnification against the Fund.
The Fund shall have the election of defending SMC against any claim
which may be the subject of indemnification hereunder. In the event the
Fund so elects, it will so notify SMC and thereupon the Fund shall
take over defenses of the claim, and (if so requested by the Fund, SMC
shall incur no further legal or other claims related thereto for
which it would be entitled to indemnity hereunder provided, however,
that nothing herein contained shall prevent SMC from retaining, at its
own expense, counsel to defend any claim. Except with the Fund's prior
consent, SMC shall in no event confess any claim or make any compromise
in any matter in which the Fund will be asked to indemnify or hold SMC
harmless hereunder.
PUNITIVE DAMAGES. SMC shall not be liable to the Fund, or any
third party, for punitive, exemplary, indirect, special or
consequential damages (even if SMC has been advised of the
possibility of such damages) arising from its obligations and the
services provided under this agreement, including but not limited
to loss of profits,
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loss of use of the shareholder accounting system, cost of capital
and expenses of substitute facilities, programs or services.
FORCE MAJEURE. Anything in this agreement to the
contrary notwithstanding, SMC shall not be liable for delays
or errors occurring by reason of circumstances beyond its control,
including but not limited to acts of civil or military
authority, national emergencies, work stoppages, fire, flood,
catastrophe, earthquake, acts of God, insurrection, war, riot,
failure of communication or interruption.
7. DELEGATION OF DUTIES
SMC may, at its discretion, delegate, assign or subcontract any of
the duties, responsibilities and services governed by this agreement,
to its parent company, Security Benefit Group, Inc., whether or not
by formal written agreement. SMC shall, however, retain ultimate
responsibility to the Fund, and shall implement such reasonable
procedures as may be necessary, for assuring that any duties,
responsibilities or services so assigned, subcontracted or delegated
are performed in conformity with the terms and conditions of this
agreement.
8. AMENDMENT
This agreement and the schedules forming a part hereof may be amended
at any time, without shareholder approval, by a writing signed by each of
the parties hereto. Any change in the Fund's registration statements or
other documents of compliance or in the forms relating to any plan,
program or service offered by its current prospectus which would require
a change in SMC's obligations hereunder shall be subject to SMC's
approval, which shall not be unreasonably withheld.
9. TERMINATION
This agreement may be terminated by either party without cause upon
120 days' written notice to the other, and at any time for cause in the
event that such cause remains unremedied for more than 30 days after
receipt by the other party of written specification of such cause.
In the event Fund designates a successor to any of SMC's
obligations hereunder, SMC shall, at the expense and pursuant to the
direction of the Fund, transfer to such successor all relevant books,
records and other data of Fund in the possession or under the control of
SMC.
10. SEVERABILITY
If any clause or provision of this agreement is determined to be
illegal, invalid or unenforceable under present or future laws effective
during the term hereof, then such
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clause or provision shall be considered severed herefrom and the
remainder of this agreement shall continue in full force and effect.
11. TERM
This agreement initially shall become effective upon its approval by
a majority vote of the Board of Directors of the Fund, including a
majority vote of the Directors who are not "interested persons" of Fund
or SMC, as defined in the Investment Company Act of 1940, and shall
continue until terminated pursuant to its provisions.
12. APPLICABLE LAW
This agreement shall be subject to and construed in accordance with
the laws of the State of Kansas.
SECURITY MANAGEMENT COMPANY
BY: Xxxxxxx X. Xxxxx, President
ATTEST:
Xxxxxxx X. Xxxxxx, Secretary
SBL FUND
BY: Xxxxxxx X. Xxxxx, President
ATTEST:
Xxxxxxx X. Xxxxxx, Secretary
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SCHEDULE A
ADMINISTRATIVE SERVICES AND
TRANSFER AGENCY AGREEMENT
Schedule of Administrative and Fund Accounting
Facilities and Services
Security Management Company agrees to provide the Fund the
following Administrative facilities and services:
1. FUND AND PORTFOLIO ACCOUNTING
A. Maintenance of Fund General Ledger and Journal.
B. Preparing and recording disbursements for direct fund expenses.
C. Preparing daily money transfers.
D. Reconciliation of all Fund bank and custodian accounts.
E. Assisting Fund independent auditors as appropriate.
F. Prepare daily projection of available cash balances.
G. Record trading activity for purposes of determining net asset
values and daily dividend.
H. Prepare daily portfolio evaluation report to value
portfolio securities and determine daily accrued income.
I. Determine the daily net asset value per share.
J. Determine the daily, monthly, quarterly, semiannual or annual
dividend per share.
K. Prepare monthly, quarterly, semiannual and annual
financial statements.
L. Provide financial information for reports to the securities
and exchange commission in compliance with the provisions of
the Investment Company Act of 1940 and the Securities Act of 1933,
the Internal Revenue Service and other regulatory agencies as
required.
M. Provide financial, yield, net asset value, etc. information to
NASD and other survey and statistical agencies as instructed by the
Fund.
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N. Report to the Audit Committee of the Board of Directors,
if applicable.
2. LEGAL
A. Provide registration and other administrative services necessary
to qualify the shares of the Fund for sale in those
jurisdictions determined from time to time by the Fund's Board
of Directors (commonly known as "Blue Sky Registration").
B. Provide registration with and reports to the Securities and
Exchange Commission in compliance with the provisions of the
Investment Company Act of 1940 and the Securities Act of 1933.
C. Prepare and review Fund prospectus and Statement of
Additional Information.
D. Prepare proxy statements and oversee proxy tabulation for
annual meetings.
E. Prepare Board materials and maintain minutes of Board meetings.
F. Draft, review and maintain contractual agreements between Fund
and Investment Advisor, Custodian, Distributor and Transfer Agent.
G. Oversee printing of proxy statements, financial reports
to shareholders, prospectuses and Statements of Additional
Information.
H. Provide legal advice and oversight regarding shareholder
transactions, administrative services, compliance with contractual
agreements and the provisions of the 1940 and 1933 Acts.
(Notwithstanding the above, outside counsel for the Funds may provide
the services listed above as a direct Fund expense or at the option
of the Funds, the Funds may employ their own counsel to perform any
of these services.)
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SCHEDULE OF SHARE TRANSFER AND DIVIDEND DISBURSING SERVICES
Security Management Company agrees to provide the Fund the following
transfer agency and dividend disbursing services:
1. Maintenance of shareholder accounts, including processing of new accounts.
2. Posting address changes and other file maintenance for
shareholder accounts.
3. Posting all transactions to the shareholder file, including:
A. Direct purchases
B. Wire order purchases
C. Direct redemptions
D. Wire order redemptions
E. Draft redemptions
F. Direct exchanges
G. Transfers
H. Certificate issuances
I. Certificate deposits
4. Monitor fiduciary processing, insuring accuracy and deduction of fees.
5. Prepare daily reconciliations of shareholder processing to money
movement instructions.
6. Handle bounced check collections. Immediately liquidate shares
purchased and return to the shareholder the check and
confirmation of the transaction.
7. Issuing all checks and stopping and replacing lost checks.
8. Draft clearing services.
A. Maintenance of signature cards and appropriate corporate resolutions.
B. Comparison of the signature on the check to the signatures on
the signature card for the purpose of paying the face amount of the
check only.
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C. Receiving checks presented for payment and liquidating shares
after verifying account balance.
D. Ordering checks in quantity specified by the Fund for the
shareholder.
9. Mailing confirmations, checks and/or certificates resulting
from transaction requests to shareholders.
10. Performing all of the Fund's other mailings, including:
A. Dividend and capital gain distributions.
B. Semiannual and annual reports.
C. 1099/year-end shareholder reporting.
D. Systematic withdrawal plan payments.
E. Daily confirmations.
11. Answering all service related telephone inquiries from shareholders
and others, including:
A. General and policy inquiries (research and resolve problems).
B. Fund yield inquiries.
C. Taking shareholder processing requests and account maintenance
changes by telephone as described above.
D. Submit pending requests to correspondence.
E. Monitor online statistical performance of unit.
F. Develop reports on telephone activity.
12. Respond to written inquiries (research and resolve problems); including:
A. Initiate shareholder account reconciliation proceeding
when appropriate.
B. Notify shareholder of bounced investment checks.
C. Respond to financial institutions regarding verification of deposit.
D. Initiate proceedings regarding lost certificates.
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X. Xxxxxxx to complaints and log activities.
F. Correspondence control.
13. Maintaining and retrieving all required past history for shareholders
and provide research capabilities as follows:
A. Daily monitoring of all processing activity to verify
back-up documentation.
B. Provide exception reports.
C. Microfilming.
D. Storage, retrieval and archive.
14. Prepare materials for annual meetings.
A. Address and mail annual proxy and related material.
B. Prepare and submit to Fund and affidavit of mailing.
C. Furnish certified list of shareholders (hard copy or microfilm)
and inspectors of election.
15. Report and remit as necessary for state escheat requirements.
Approved: Fund ---------------------------------------- SMC Xxxxxxxx X. Xxxxx
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MODEL: SBL FUNDS
MAINTENANCE FEE...................................... $8.00
TRANSACTIONS......................................... $1.00
DIVIDENDS............................................ $1.00
ADMINISTRATION FEE................................... 0.00045
(BASED ON DAILY NET ASSET VALUE)
---------------------------------------------------------------
MASTER WORKSHEET A B C D E
------------------------------------------------------------------------------
1986:
TRANSACTIONS - 82 76 62 71 56
DIVIDENDS - 1 1 1 1 1
SHAREHOLDER ACCTS - 8 8 6 7 5
AVERAGE NET ASSETS - 104,150,857.26 50,141,894.67 36,603,758.20 17,678,037.53 17,393,190.51
INCOME - 2,893,670.06 2,372,681.65 2,258,629.91 2,137,524.29 1,514,339.94
EXPENSES - 670,252.11 301,247.65 227,930.13 121,890.09 113,546.44
SERVICE FEES - 78,494.06 30,063.43 23,589.25 10,053.93 9,232.24
1986 1986
SERVICE TRANSFER & EXPENSE EXPENSE
FEES ADMINISTRATION PERCENT RATIO RATIO
ACTUAL MODEL INCREASE ACTUAL MODEL
-----------------------------------------------------------------
SBLA 78,494.06 47,014.89 -40.10% 0.644% 0.613%
SBLB 30,063.43 22,704.85 -24.48% 0.601% 0.586%
SBLC 23,589.25 16,582.69 -29.70% 0.623% 0.604%
SBLD 10,053.93 8,083.12 -19.60% 0.690% 0.678%
SBLE 9,232.24 7,923.94 -14.17% 0.653% 0.641%
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AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are
parties to an Administrative Services and Transfer Agency Agreement dated
April 1, 1987, (the "Administrative Services Agreement") under which SMC
agrees to provide general administrative, fund accounting, transfer agency,
and dividend disbursing services to the Fund in return for the
compensation specified in the Administrative Services Agreement; and
WHEREAS, on May 5, 1989, the Board of Directors of the Fund voted to amend
the Administrative Services Agreement to provide for payment by the Fund of the
fees of all directors;
NOW THEREFORE, the Fund and the Management Company hereby amend
the Administrative Services Agreement, dated April 1, 1987, effective May 5,
1989, as follows:
Paragraph 3.B.1. shall be deleted in its entirety and the
following paragraph inserted in lieu thereof:
3. EXPENSES
B. DIRECT EXPENSES
1. Fees and expenses of its directors (including the fees
of those directors who are deemed to be "interested
persons" of the Fund as that term is defined in the
Investment Company Act of 1940) and the meetings thereof;
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Services Agreement this 5th day of May, 1989.
SBL FUND
By: XXXXXXX X. XXXXXXXX, PRESIDENT
Attest:
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: XXXXXXX X. XXXXXXXX, PRESIDENT
Attest:
Xxx X. Xxx, Secretary
13
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are
parties to an Administrative Services and Transfer Agency Agreement dated
April 1, 1987, as amended May 5, 1989, (the "Administrative Services
Agreement") under which SMC agrees to provide general administrative, fund
accounting, transfer agency, and dividend disbursing services to the Fund
in return for the compensation specified in the Administrative Services
Agreement; and
WHEREAS, on July 27, 1990, the Board of Directors of the Fund voted to amend
the Administrative Services Agreement to provide for payment by the Fund of the
fees of only those directors who are not "interested persons" of the Fund;
NOW THEREFORE, the Fund and SMC hereby amend the Administrative
Services Agreement, dated April 1, 1987, effective July 27, 1990, as follows:
Paragraph 3.B.1. shall be deleted in its entirety and the
following paragraph inserted in lieu thereof:
3. EXPENSES
B. DIRECT EXPENSES
1. Fees and expenses of its directors (except the fees of
those directors who are deemed to be "interested persons"
of the Fund as that term is defined in the Investment
Company Act of 1940) and the meetings thereof;
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Services Agreement this 27th day of July, 1990.
SBL FUND
By: XXXXXXX X. XXXXXXXX, PRESIDENT
Attest:
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: XXXXXXX X. XXXXXXXX, PRESIDENT
Attest:
Xxx X. Xxx, Secretary
14
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund"), and Security Management Company (the
"Management Company") are parties to an Administrative Services and
Transfer Agency Agreement dated April 1, 1987, as amended (the
"Administrative Agreement"), under which the Management Company provides
general administrative, fund accounting, transfer agency and dividend
disbursing services to the Fund in return for the compensation specified in
the Administrative Agreement;
WHEREAS, on February 15, 1991, the Board of Directors of the Fund voted to
amend the Administrative Agreement to provide for an increase in the
compensation payable to the Management Company with respect to Series D of the
Fund; and
WHEREAS, on February 15, 1991, the Board of Directors of the Fund authorized
the Fund to offer Series S common stock and approved amendment of the
Administrative Agreement to provide that the Management Company would
provide general administrative, fund accounting, transfer agency and
dividend disbursing services to Series S under the terms and conditions of the
Agreement.
NOW, THEREFORE, the Fund and the Management Company hereby amend
the Administrative Agreement dated April 1, 1987, as follows, effective
April 30, 1991:
1. Schedule B shall be deleted in its entirety and the attached
Schedule B inserted in lieu thereof.
2. Paragraph 7 shall be deleted in its entirety and the
following paragraph inserted in lieu thereof:
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DELEGATION OF DUTIES
SMC may, at its discretion, delegate, assign or subcontract any of
the duties, responsibilities and services governed by this
agreement, to its parent company, Security Benefit Group, Inc.,
whether or not by formal written agreement, or to any third party,
provided that such arrangement with a third party has been
approved by the Board of Directors of the Fund. SMC shall,
however, retain ultimate responsibility to the Fund, and
shall implement such reasonable procedures as may be
necessary, for assuring that any duties, responsibilities or
services so assigned, subcontracted or delegated are performed in
conformity with the terms and conditions of this agreement.
3. The Administrative Agreement is hereby amended to cover Series S
of the Fund.
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Agreement this 26th day of April, 1991.
SBL FUND
By: Xxxxx X. Xxxxxxx
---------------------------------------
ATTEST: Xxxxx X. Xxxxxxx, Vice President
Xxx X. Xxx
-----------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxx X. Xxxxxxx
----------------------------------------
Xxxxx X. Xxxxxxx, Vice President
ATTEST:
Xxx X. Xxx
---------------------------
Xxx X. Xxx, Secretary
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SBL FUND
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of SBL Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: .00045 (based on average daily net asset values)
The following charges apply only to Series D of SBL Fund.
Global Administration Fee: In addition to the above fees, Series D shall pay
the greater of .10 percent of its average net assets or $30,000 in the
year beginning April 30, 1991, and ending April 29, 1992; the greater of .10
percent of its average net assets or $45,000 in the year beginning April 30,
1992, and ending April 29, 1993; and the greater of .10 percent of its average
net assets or $60,000 thereafter. If this Agreement shall terminate befoer the
last day of a month, compensation for that part of the month this Agreement
is in effect shall be prorated in a manner consistent with the calculation
of the fees set forth above.
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AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund"), and Security Management Company (the
"Management Company") are parties to an Administrative Services and
Transfer Agency Agreement dated April 1, 1987, as amended (the
"Administrative Agreement"), under which the Management Company provides
general administrative, fund accounting, transfer agency and dividend
disbursing services to the Fund in return for the compensation specified in
the Administrative Agreement;
WHEREAS, on July 24, 1992, the Board of Directors of the Fund authorized
the Fund to offer Series J common stock and approved amendment of the
Administrative Agreement to provide that the Management Company would
provide general administrative, fund accounting, transfer agency, and
dividend disbursing services to Series J under the terms and conditions of the
Agreement.
NOW, THEREFORE, the Fund and Management Company hereby amend the
Administrative Agreement dated April 1, 1987, effective October 1, 1992, to
cover Series J of the Fund.
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IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Agreement this 1st day of October, 1992.
SBL FUND
By: Xxxxx X. Xxxxxxx
---------------------------------------
ATTEST: Xxxxx X. Xxxxxxx, Vice President
Xxx X. Xxx
----------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxx X. Xxxxxxx
----------------------------------------
Xxxxx X. Xxxxxxx, Xx. Vice President
ATTEST:
Xxx X. Xxx
---------------------------
Xxx X. Xxx, Secretary
19
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund"), and Security Management Company (the
"Management Company") are parties to an Administrative Services and
Transfer Agency Agreement dated April 1, 1987, as amended (the
"Administrative Agreement"), under which the Management Company provides
general administrative, fund accounting, transfer agency and dividend
disbursing services to the Fund in return for the compensation specified in
the Administrative Agreement; and
WHEREAS, on February 3, 1995, the Board of Directors of the Fund authorized
the Fund to offer a new series of common stock, Series K, and approved
amendment of the Administrative Agreement to provide that the Management
Company would provide general administrative, fund accounting, transfer
agency, and dividend disbursing services to Series K under the terms and
conditions of the Agreement.
WHEREAS, on April 3, 1995, the Board of Directors of the Fund authorized
the Fund to offer three additional new series of common stock, Series M, N
and O, and approved amendment of the Administrative Agreement to provide
that the Management Company would provide general administrative, fund
accounting, transfer agency and dividend disbursing services to Series M, N,
and O under the terms and conditions of the Agreement.
NOW, THEREFORE, the Fund and the Management Company hereby amend
the Administrative Agreement dated April 1, 1987, as follows, effective May 1,
1995:
1. Schedule B shall be deleted in its entirety and the attached
Schedule B inserted in lieu thereof.
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2. The Administrative Agreement is hereby amended to cover Series K, M,
N and O of the Fund.
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Agreement this 28th day of April, 1995.
SBL FUND
By: Xxxx X. Xxxxxxx
-----------------------------------------
ATTEST: Xxxx X. Xxxxxxx, President
Xxx X. Xxx
-------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
-----------------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------
Xxx X. Xxx, Secretary
21
SBL FUND
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of SBL Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: .045% (based on average daily net asset values)
The following charges apply only to Series K, M and N of SBL Fund.
Global Administration Fee: In addition to the above fees, each of Series K,
M and N shall pay an annual fee equal to the greater of .10 percent of its
average net assets or (i) $30,000 in the year ending April 29, 1996; (ii)
$45,000 in the year ending April 29, 1997; and (iii) $60,000 thereafter.
The following charges apply only to Series D of SBL Fund.
Global Administration Fee. In addition to the above fees, Series D shall pay
an annual fee equal to the greater of .10 percent of its average net
assets or $60,000.
If this Agreement shall terminate before the last day of a month,
compensation for that part of the month this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees set forth
above.
22
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are
parties to an Administrative Services and Transfer Agency Agreement dated
April 1, 1987, as amended, (the "Administrative Agreement"), under which
SMC provides general administrative, fund accounting, transfer agency
and dividend disbursing services to the Fund in return for the
compensation specified in the Administrative Agreement;
WHEREAS, on February 2, 1996, the Board of Directors of the Fund voted to
amend the Administrative Agreement to provide for payment by the Fund
for costs associated with preparing and transmitting electronic filings to the
Securities and Exchange Commission or any other regulating authority;
NOW THEREFORE, the Fund and SMC hereby amend paragraph 3B of the
Administrative Agreement, effective February 2, 1996, by adding the following
language at the end of paragraph 3B:
11. Costs associated with the preparation and transmission of
any electronic filings to the Securities and Exchange
Commission or any other regulating authority.
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Agreement this 2nd day of February, 1996.
SBL FUND
By: Xxxx X. Xxxxxxx
--------------------------------
ATTEST: Xxxx X. Xxxxxxx, President
Xxx X. Xxx
-----------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
---------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------
Xxx X. Xxx, Secretary
23
AMENDMENT TO ADMINISTRATIVE
SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund"), and Security Management Company (the
"Management Company") are parties to an Administrative Services and
Transfer Agency Agreement dated April 1, 1987 (the "Administrative
Agreement"), under which the Management Company provides general
administrative, fund accounting, transfer agency and dividend disbursing
services to the Fund in return for the compensation specified in the
Administrative Agreement;
WHEREAS, on May 3, 1996, the Board of Directors of the Fund authorized the
Fund to offer its common stock in a new series designated as Series P, in
addition to its presently offered series of common stock of Series A, Series
B, Series C, Series D, Series E, Series S, Series J, Series K, Series M,
Series N and Series O; and
WHEREAS, on May 3, 1996, the Board of Directors approved the amendment of
the Administrative Agreement to provide that the Management Company would
provide general administrative, fund accounting, transfer agency, and
dividend disbursing services to Series P under the terms and
conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and Management Company hereby
amend the Administrative Agreement dated April 1, 1987, as follows, effective
July 1, 1996,
1. Schedule B shall be deleted in its entirety and the attached
Schedule B inserted in lieu thereof.
2. The Administrative Agreement is hereby amnended to cover Series P
of the Fund.
24
IN WITNESS WHEREOF, the parties hereto have made this Amendment to
the Administrative Agreement this 13th day of May, 1996.
SBL FUND
By: Xxxx X. Xxxxxxx
--------------------------------------
ATTEST: Xxxx X. Xxxxxxx, President
Xxx X. Xxx
--------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
---------------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
---------------------------
Xxx X. Xxx, Secretary
25
SBL FUND
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of SBL Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Administration Fee: .045% (based on daily net asset value)
The following charges apply only to Series K, M and N of SBL Fund.
Global Administration Fee: In addition to the above fees, each of Series K,
M and N shall pay an annual fee equal to the greater of .10 percent of its
average net assets or (i) $30,000 in the year ending April 29, 1996; (ii)
$45,000 in the year ending April 29, 1997; and (iii) $60,000 thereafter.
The following charges apply only to Series D of SBL Fund.
Global Administration Fee. In addition to the above fees, Series D shall pay
an annual fee equal to the greater of .10 percent of its average net
assets or $60,000.
If this Agreement shall terminate before the last day of a month,
compensation for that part of the month this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees set forth
above.
26
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund") and Security Management Company (the
"Management Company") are parties to an Administrative Services and
Transfer Agency Agreement, dated April 1, 1987, as amended (the
"Administrative Agreement"), under which the Management Company provides
general administrative, fund accounting, transfer agency and dividend
disbursing services to the Fund in return for the compensation specified in
the Administrative Agreement;
WHEREAS, on October 31, 1996, the operations of the Management Company, a
Kansas corporation, will be transferred to Security Management Company,
LLC ("SMC, LLC"), a Kansas limited liability company; and
WHEREAS, SMC, LLC desires to assume all rights, duties and obligations of
the Management Company under the Administrative Agreement.
NOW THEREFORE, in consideration of the premises and mutual agreements
made herein, the parties hereto agree as follows:
1. The Administrative Agreement is hereby amended to substitute SMC, LLC
for Security Management Company, with the same effect as though SMC, LLC
were the originally named management company, effective November 1, 1996;
2. SMC, LLC agrees to assume the rights, duties and obligations of
Security Management Company pursuant to the terms of the Administrative
Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
to Administrative Services and Transfer Agency Agreement this 1st day of
November, 1996.
SBL FUND SECURITY MANAGEMENT COMPANY, LLC
By: XXXX X. XXXXXXX By: XXXXX X. XXXXXXX
-------------------------------- --------------------------------
Xxxx X. Xxxxxxx, President Xxxxx X. Xxxxxxx, President
ATTEST: ATTEST:
XXX X. XXX, SECRETARY XXX X. XXX, SECRETARY
----------------------------------- -----------------------------------
Xxx X. Xxx, Secretary Xxx X. Xxx, Secretary
27
AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, SBL Fund (the "Fund") and Security Management Company, LLC
(the "Management Company") are parties to an Administrative Services and
Transfer Agency Agreement dated April 1, 1987, as amended (the
"Administrative Agreement"), under which the Management Company provides
general administrative, fund accounting, transfer agency and dividend
disbursing services to the Fund in return for the compensation specified in the
Administrative Agreement;
WHEREAS, on February 7, 1997, the Board of Directors of the Fund authorized
the Fund to offer its common stock in a new series designated as Series
V, in addition to its presently offered series of common stock of Series A,
Series B, Series C, Series D, Series E, Series S, Series J, Series K, Series
M, Series N, Series O and Series P; and
WHEREAS, on February 7, 1997, the Board of Directors approved the amendment
of the Administrative Agreement to provide that the Management Company
would provide general administrative, fund accounting, transfer agency, and
dividend disbursing services to Series V under the terms and
conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and Management Company hereby
amend the Administrative Agreement, dated April 1, 1987, as follows,
effective April 30, 1997:
1. Schedule B shall be deleted in its entirety and the attached Schedule
B inserted in lieu thereof.
2. The Administrative Agreement is hereby amended to cover Series V of
the Fund.
28
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
the Administrative Agreement this 12th day of March, 1997.
SBL FUND
By: XXXX X. XXXXXXX
---------------------------------
Xxxx X. Xxxxxxx, President
ATTEST:
XXX X. XXX
---------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY, LLC
By: XXXXX X. XXXXXXX
---------------------------------
Xxxxx X. Xxxxxxx, President
ATTEST:
XXX X. XXX
---------------------------------
Xxx X. Xxx, Secretary
29
SBL FUND
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of SBL Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: .045% (based on average daily net asset values)
The following charges apply only to Series K, M and N of SBL Fund.
Global Administration Fee: In addition to the above fees, each of Series K,
M and N shall pay an annual fee equal to the greater of .10 percent of its
average net assets or (i) $30,000 in the year ended April 29, 1996; (ii)
$45,000 in the year ending April 29, 1997; and (iii) $60,000 thereafter.
The following charges apply only to Series D of SBL Fund.
Global Administration Fee. In addition to the above fees, Series D shall pay
an annual fee equal to the greater of .10 percent of its average net
assets or $60,000.
If this Agreement shall terminate before the last day of a month,
compensation for that part of the month this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees set forth
above.
