MANAGEMENT CONTRACT
THIS AGREEMENT dated this 19th day of February, 1993 between Pioneer
Tax-Free State Series Trust, a Massachusetts business trust (the "Trust"), and
Pioneering Management Corporation, a Delaware corporation, (the "Manager").
W I T N E S S E T H
WHEREAS, the Trust is registered as an open end, diversified,
management investment company under the Investment Company act of Securities and
Exchange Commission (the "Commission") a registration statement (the
"Registration Statement") for the purpose of registering its shares for public
offering under the Securities Act of 1933, as amended.
WHEREAS, the parties hereto deem it mutually advantageous that the
Manager should assist the Trust's Board of Trustees and officers in the
management of the securities portfolio of each time (individually, a "Portfolio"
and collectively, the "Portfolios").
NOW, THEREFORE, in consideration of the mutual covenants and benefits
set forth herein, the Trust and the Manager do hereby agree as follows:
1. The Manager is authorized to buy and sell securities and to
designate brokers to carry out such transactions, subject to the following
limitations. The Manager may not:
a. make any purchase the cost of which exceeds funds currently
available for a Portfolio;
b. make any purchase that would violate any fundamental policy or
restriction with respect to a Portfolio in the Information as in
effect from time to time.
2. Further, the Manager's discretion is limited by the following
general rules:
a. notice of each purchase or sale of securities for the account of
a Portfolio shall be forwarded promptly to each Trustee;
b. if any three Trustees disapprove in writing of any transaction
within forty-eight hours after dispatch of such notice, the
Manager shall immediately repurchase or resell the security
involved in such transaction, as the case may be, at the expense
and risk of the Trust;
c. all transactions will be made at the best price and execution
available.
3. The Manager, at its own expense, shall furnish to the Trust office
space in the offices of the Manager or in such other place as may be agreed upon
from time to time, and all necessary office facilities, equipment and personnel
for managing the affairs and investments and supervising the keeping of the
books of the Trust with respect to the Portfolios, and shall arrange, if desired
by the Trust, for members of the Manager's organization to serve as officers or
agents of the Trust.
The Manager shall pay directly or reimburse the Trust for: (i)
the compensation (if any) of the Trustees who are affiliated with, or interested
persons of, the Manager and all officers of the Trust as such; and (ii) all
expenses not hereinafter specifically assumed by the Trust where such expenses
are incurred by the Manager or by the Trust in connection with the management of
the investment and reinvestment of the assets of the Portfolios, and management
of the affairs and assets of the Trust with respect to the Portfolios.
The Trust shall assume and shall pay: (i) charges and expenses
for determining from time to time the value of the Trust's net assets and the
keeping of its books and records; (ii) the charges and expenses of auditors;
(iii) the charges and expenses of any custodian, transfer agent, plan agent,
dividend disbursing agent and registrar appointed by the Trust with respect to
the Portfolios; (iv) brokers' commissions, and issue and transfer taxes,
chargeable to the Trust in connection with securities transactions to which the
Trust is a party; (v) insurance premiums, interest charges, dues and fees for
membership in trade associations and all taxes and corporate fees payable by the
Trust with respect to the Portfolios to federal, state or other governmental
agencies; (vi) fees and expenses involved in registering and maintaining
registrations of the Trust and/or its shares with the Commission, state or blue
sky securities agencies and foreign countries, including the preparation of
Prospectuses and Statements of Additional Information for filing with the
Commission; (vii) all expenses of shareholders' and Trustees' meetings and of
preparing, printing and distributing prospectuses, notices, proxy statements and
all reports to shareholders and to governmental agencies; (viii) charges and
expenses of legal counsel to the Trust with respect to the Portfolios; (ix)
distribution fees paid by the Trust in accordance with Rule 12b-1 promulgated by
the Commission pursuant to the 1940 Act; (x) compensation of those Trustees of
the Trust who are not affiliated
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with or interested persons of the Manager, the Trust (other than as Trustees),
The Pioneer Group, Inc. or Pioneer Funds Distributor, Inc.; (xi) taxes and other
governmental charges, if any; (xii) interest on borrowed money, if any; and
(xiii) bookkeeping and appraisal charges.
4. The Trust shall pay to the Manager, as compensation for the
Manager's services hereunder, .60% per annum of each Portfolio's average daily
net assets. The management fee payable hereunder shall be computed daily and
paid monthly.
5. Either party hereto may, without penalty, terminate this Agreement
by vote of its Board of Directors or its Board of Trustees, as the case may be,
or by vote of a majority of its outstanding voting securities and the giving of
60 days' written notice to the party.
6. This Agreement shall terminate on June 30 of any year, beginning on
June 30, 1994, in which its terms and renewal shall not have been approved by a
majority vote of the Trustees of the Trust voting in person, including a
majority of its Trustees who are not parties to this Agreement or interested
persons (as the term "interested persons" is defined in the 0000 Xxx) of any
such parties, at a meeting of Trustees called for the purpose of voting on such
approval.
7. Except as provided in Section 6 hereof, this Agreement shall
continue in full force and effect until terminated by one of the parties hereto
as provided in Section 5 hereof.
8. This Agreement shall automatically terminated in the event of its
assignment. For purposes of this Agreement, the terms "assignment" shall have
the meaning given it by Section 2(a)(4) of the 1940 Act.
9. This Agreement shall become effective as of the date of execution
hereof.
10. The Manager and its directors, officers, agents, employees and
stockholders may engage in other businesses and may render investment advisory
services to other investment companies or to any other corporation, association,
firm, individual account.
11. Nothing in this Agreement shall be deemed to relieve or deprive the
Board of Trustees of the Trust of its responsibility for and control of the
Trust.
12. The parties to this Agreement acknowledge and agree that all
liabilities arising hereunder, whether direct or indirect, and
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of any and every nature whatsoever, including without limitation, liabilities
arising in connection with the agreement, if any, of the Trust or its Trustees
set forth herein to indemnify any party to this Agreement or any other person,
shall be satisfied out of the assets of the Portfolio affected thereby first and
then of the Trust and that no Trustee, officer or holder of shares of beneficial
interest of the Trust shall be personally liable for any of the foregoing
liabilities. The Trust's Declaration of Trust, as amended from time to time, is
on file in the Office of the Secretary of State of The Commonwealth of
Massachusetts. Such Declaration of Trust describes in detail the respective
responsibilities and limitations on liability of the Trustees, officers, and
holders of shares of beneficial interest.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their duly authorized officers and their seal to be hereto affixed
as of the day and year first above written.
ATTEST: PIONEER TAX-FREE STATE SERIES
TRUST
/s/Xxxxxx X. Xxxxx By:/s/Xxxx X. Xxxxx, Xx.
Xxxxxx X. Xxxxx Xxxx X. Xxxxx, Xx.
Secretary President
ATTEST: PIONEERING MANAGEMENT CORPORATION
/s/Xxxxxx X. Xxxxx By:/s/Xxxxx X. Xxxxxxx
Xxxxxx X. Xxxxx Xxxxx X. Xxxxxxx
Secretary Executive Vice President
