Exhibit (h)(8)
FUND ACCOUNTING SERVICING AGREEMENT
THIS AGREEMENT is made and entered into this 14th day of March, 2006, by
and between OHIO NATIONAL FUND, INC., a Maryland corporation, DOW TARGET
VARIABLE FUND, LLC, an Ohio limited liability company (collectively referred to
as (the "Corporation") and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited
liability company ("USBFS").
WHEREAS, the Corporation is registered under the Investment Company Act of
1940, as amended (the "1940 Act"), as an open-end management investment company,
and is authorized to issue shares of beneficial interest in separate series,
with each such series representing interests in a separate portfolio of
securities and other assets;
WHEREAS, USBFS is, among other things, in the business of providing mutual
fund accounting services to investment companies; and
WHEREAS, the Corporation desires to retain USBFS to provide accounting
services to each series of the Corporation listed on Exhibit A hereto (as
amended from time to time) (each a "Fund" and collectively, the "Funds").
NOW, THEREFORE, in consideration of the promises and mutual covenants
herein contained, and other good and valuable consideration, the receipt of
which is hereby acknowledged, the parties hereto, intending to be legally bound,
do hereby agree as follows:
1. APPOINTMENT OF USBFS AS FUND ACCOUNTANT
The Corporation hereby appoints USBFS as fund accountant of the Corporation
on the terms and conditions set forth in this Agreement, and USBFS hereby
accepts such appointment and agrees to perform the services and duties set
forth in this Agreement. The services and duties of USBFS shall be confined
to those matters expressly set forth herein, and no implied duties are
assumed by or may be asserted against USBFS hereunder.
2. SERVICES AND DUTIES OF USBFS
USBFS shall provide the following accounting services to the Fund:
A. Portfolio Accounting Services:
(1) Maintain portfolio records on a trade date+1 basis using security
trade information communicated from the Fund's investment
adviser.
(2) For each valuation date, obtain prices from a pricing source
approved by the board of directors of the Corporation (the "Board
of Directors") and apply those prices to the portfolio positions.
For those securities where market quotations are not readily
available, the Board of Directors shall
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approve, in good faith, procedures for determining the fair value
for such securities.
(3) Identify interest and dividend accrual balances as of each
valuation date and calculate gross earnings on investments for
each accounting period.
(4) Determine gain/loss on security sales and identify them as
short-term or long-term; account for periodic distributions of
gains or losses to shareholders and maintain undistributed gain
or loss balances as of each valuation date.
(5) On a daily basis, reconcile cash of the Fund with the Fund's
custodian.
(6) Transmit a copy of the portfolio valuation to the Fund's
investment adviser daily.
(7) Review the impact of current day's activity on a per share basis,
and review changes in market value.
B. Expense Accrual and Payment Services:
(1) For each valuation date, calculate the expense accrual amounts as
directed by the Corporation as to methodology, rate or dollar
amount.
(2) Process and record payments for Fund expenses upon receipt of
written authorization from the Corporation.
(3) Account for Fund expenditures and maintain expense accrual
balances at the level of accounting detail, as agreed upon by
USBFS and the Corporation.
(4) Provide expense accrual and payment reporting.
C. Fund Valuation and Financial Reporting Services:
(1) Account for Fund share purchases, sales, exchanges, transfers,
dividend reinvestments, and other Fund share activity as reported
by the Fund's transfer agent on a timely basis.
(2) Apply equalization accounting as directed by the Corporation.
(3) Determine net investment income (earnings) for the Fund as of
each valuation date. Account for periodic distributions of
earnings to shareholders and maintain undistributed net
investment income balances as of each valuation date.
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(4) Maintain a general ledger and other accounts, books, and
financial records for the Fund in the form as agreed upon.
(5) Determine the net asset value of the Fund according to the
accounting policies and procedures set forth in the Fund's
current prospectus.
(6) Calculate per share net asset value, per share net earnings, and
other per share amounts reflective of Fund operations at such
time as required by the nature and characteristics of the Fund.
(7) Communicate to the Corporation, at an agreed upon time, the per
share net asset value for each valuation date.
(8) Prepare monthly reports that document the adequacy of accounting
detail to support month-end ledger balances.
(9) Prepare monthly security transactions listings.
D. Tax Accounting Services:
(1) Maintain accounting records for the investment portfolio of the
Fund to support the tax reporting required for "regulated
investment companies" under the Internal Revenue Code of 1986, as
amended (the "Code").
(2) Maintain tax lot detail for the Fund's investment portfolio.
(3) Calculate taxable gain/loss on security sales using the tax lot
relief method designated by the Corporation.
(4) Provide the necessary financial information to calculate the
taxable components of income and capital gains distributions to
support tax reporting to the shareholders.
E. Compliance Control Services:
(1) Support reporting to regulatory bodies and support financial
statement preparation by making the Fund's accounting records
available to the Corporation, the Securities and Exchange
Commission (the "SEC"), and the independent accountants.
(2) Maintain accounting records according to the 1940 Act and
regulations provided thereunder.
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(3) Perform its duties hereunder in compliance with all applicable
laws and regulations and provide any sub-certifications
reasonably requested by the Corporation in connection with any
certification required of the Corporation pursuant to the
Xxxxxxxx-Xxxxx Act of 2002 (the "SOX Act") or any rules or
regulations promulgated by the SEC thereunder, provided the same
shall not be deemed to change USBFS's standard of care as set
forth herein.
(4) Cooperate with the Corporation's independent accountants and take
all reasonable action in the performance of its obligations under
this Agreement to ensure that the necessary information is made
available to such accountants for the expression of their opinion
on the Fund's financial statements without any qualification as
to the scope of their examination.
3. LICENSE OF DATA; WARRANTY; TERMINATION OF RIGHTS
A. The valuation information and evaluations being provided to the
Corporation by USBFS pursuant hereto (collectively, the "Data") are
being licensed, not sold, to the Corporation. The Corporation has a
limited license to use the Data only for purposes necessary to valuing
the Corporation's assets and reporting to regulatory bodies (the
"License"). The Corporation does not have any license nor right to use
the Data for purposes beyond the intentions of this Agreement
including, but not limited to, resale to other users or use to create
any type of historical database. The License is non-transferable and
not sub-licensable. The Corporation's right to use the Data cannot be
passed to or shared with any other entity.
The Corporation acknowledges the proprietary rights that USBFS and its
suppliers have in the Data.
B. THE CORPORATION HEREBY ACCEPTS THE DATA AS IS, WHERE IS, WITH NO
WARRANTIES, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY OR FITNESS FOR
ANY PURPOSE OR ANY OTHER MATTER.
C. USBFS may stop supplying some or all Data to the Corporation if
USBFS's suppliers terminate any agreement to provide Data to USBFS.
Also, USBFS may stop supplying some or all Data to the Corporation if
USBFS reasonably believes that the Corporation is using the Data in
violation of the License, or breaching its duties of confidentiality
provided for hereunder, or if any of USBFS's suppliers demand that the
Data be withheld from the Corporation. USBFS will provide notice to
the Corporation of any termination of provision of Data as soon as
reasonably possible.
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4. PRICING OF SECURITIES
A. For each valuation date, USBFS shall obtain prices from a pricing
source recommended by USBFS and approved by the Board of Directors and
apply those prices to the portfolio positions of the Fund. For those
securities where market quotations are not readily available, the
Board of Directors shall approve, in good faith, procedures for
determining the fair value for such securities.
If the Corporation desires to provide a price that varies from the
price provided by the pricing source, the Corporation shall promptly
notify and supply USBFS with the price of any such security on each
valuation date. All pricing changes made by the Corporation will be in
writing and must specifically identify the securities to be changed by
CUSIP, name of security, new price or rate to be applied, and, if
applicable, the time period for which the new price(s) is/are
effective.
B. In the event that the Corporation at any time receives Data containing
evaluations, rather than market quotations, for certain securities or
certain other data related to such securities, the following
provisions will apply: (i) evaluated securities are typically
complicated financial instruments. There are many methodologies
(including computer-based analytical modeling and individual security
evaluations) available to generate approximations of the market value
of such securities, and there is significant professional disagreement
about which method is best. No evaluation method, including those used
by USBFS and its suppliers, may consistently generate approximations
that correspond to actual "traded" prices of the securities; (ii)
methodologies used to provide the pricing portion of certain Data may
rely on evaluations; however, the Corporation acknowledges that there
may be errors or defects in the software, databases, or methodologies
generating the evaluations that may cause resultant evaluations to be
inappropriate for use in certain applications; and (iii) the
Corporation assumes all responsibility for edit checking, external
verification of evaluations, and ultimately the appropriateness of
using Data containing evaluations, regardless of any efforts made by
USBFS and its suppliers in this respect.
5. CHANGES IN ACCOUNTING PROCEDURES
Any resolution passed by the Board of Directors that affects accounting
practices and procedures under this Agreement shall be effective upon
written receipt of notice and acceptance by USBFS.
6. CHANGES IN EQUIPMENT, SYSTEMS, ETC.
USBFS reserves the right to make changes from time to time, as it deems
advisable, relating to its systems, programs, rules, operating schedules
and equipment, so long as such changes do not adversely affect the services
provided to the Corporation under this Agreement.
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7. COMPENSATION
USBFS shall be compensated for providing the services set forth in this
Agreement in accordance with the fee schedule set forth on Exhibit B hereto
(as amended from time to time). USBFS shall also be compensated for such
out-of-pocket expenses (e.g., telecommunication charges, postage and
delivery charges, and reproduction charges) as are reasonably incurred by
USBFS in performing its duties hereunder. The Corporation shall pay all
such fees and reimbursable expenses within 30 calendar days following
receipt of the billing notice, except for any fee or expense subject to a
good faith dispute. The Corporation shall notify USBFS in writing within 30
calendar days following receipt of each invoice if the Corporation is
disputing any amounts in good faith. The Corporation shall pay such
disputed amounts within 10 calendar days of the day on which the parties
agree to the amount to be paid. With the exception of any fee or expense
the Corporation is disputing in good faith as set forth above, unpaid
invoices shall accrue a finance charge of 1 1/2% per month after the due
date. Notwithstanding anything to the contrary, amounts owed by the
Corporation to USBFS shall only be paid out of the assets and property of
the particular Fund involved.
8. REPRESENTATIONS AND WARRANTIES
A. The Corporation hereby represents and warrants to USBFS, which
representations and warranties shall be deemed to be continuing
throughout the term of this Agreement, that:
(1) It is duly organized and existing under the laws of the
jurisdiction of its organization, with full power to carry on its
business as now conducted, to enter into this Agreement and to
perform its obligations hereunder;
(2) This Agreement has been duly authorized, executed and delivered
by the Corporation in accordance with all requisite action and
constitutes a valid and legally binding obligation of the
Corporation, enforceable in accordance with its terms, subject to
bankruptcy, insolvency, reorganization, moratorium and other laws
of general application affecting the rights and remedies of
creditors and secured parties; and
(3) It is conducting its business in compliance in all material
respects with all applicable laws and regulations, both state and
federal, and has obtained all regulatory approvals necessary to
carry on its business as now conducted; there is no statute,
rule, regulation, order or judgment binding on it and no
provision of its charter, bylaws or any contract binding it or
affecting its property which would prohibit its execution or
performance of this Agreement.
B. USBFS hereby represents and warrants to the Corporation, which
representations and warranties shall be deemed to be continuing
throughout the term of this Agreement, that:
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(1) It is duly organized and existing under the laws of the
jurisdiction of its organization, with full power to carry on its
business as now conducted, to enter into this Agreement and to
perform its obligations hereunder;
(2) This Agreement has been duly authorized, executed and delivered
by USBFS in accordance with all requisite action and constitutes
a valid and legally binding obligation of USBFS, enforceable in
accordance with its terms, subject to bankruptcy, insolvency,
reorganization, moratorium and other laws of general application
affecting the rights and remedies of creditors and secured
parties; and
(3) It is conducting its business in compliance in all material
respects with all applicable laws and regulations, both state and
federal, and has obtained all regulatory approvals necessary to
carry on its business as now conducted; there is no statute,
rule, regulation, order or judgment binding on it and no
provision of its charter, bylaws or any contract binding it or
affecting its property which would prohibit its execution or
performance of this Agreement.
9. STANDARD OF CARE; INDEMNIFICATION; LIMITATION OF LIABILITY
A. USBFS shall exercise reasonable care in the performance of its duties
under this Agreement. Neither USBFS nor its suppliers shall be liable
for any error of judgment or mistake of law or for any loss suffered
by the Corporation or any third party in connection with its duties
under this Agreement, including losses resulting from mechanical
breakdowns or the failure of communication or power supplies beyond
USBFS's control, except a loss arising out of or relating to USBFS's
refusal or failure to comply with the terms of this Agreement or from
its bad faith, negligence, or willful misconduct in the performance of
its duties under this Agreement. Notwithstanding any other provision
of this Agreement, if USBFS has exercised reasonable care in the
performance of its duties under this Agreement, the Corporation shall
indemnify and hold harmless USBFS and its suppliers from and against
any and all claims, demands, losses, expenses, and liabilities of any
and every nature (including reasonable attorneys' fees) that USBFS or
its suppliers may sustain or incur or that may be asserted against
USBFS or its suppliers by any person arising out of or related to (X)
any action taken or omitted to be taken by it in performing the
services hereunder (i) in accordance with the foregoing standards, or
(ii) in reliance upon any written or oral instruction provided to
USBFS by any duly authorized officer of the Corporation, as approved
by the Board of Directors of the Corporation, or (Y) the Data, or any
information, service, report, analysis or publication derived
therefrom, except for any and all claims, demands, losses, expenses,
and liabilities arising out of or relating to USBFS's refusal or
failure to comply with the terms of this Agreement or from its bad
faith, negligence or willful misconduct in the performance of its
duties under this Agreement. This indemnity shall be a
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continuing obligation of the Corporation, its successors and assigns,
notwithstanding the termination of this Agreement. As used in this
paragraph, the term "USBFS" shall include USBFS's directors, officers
and employees.
The Corporation acknowledges that the Data are intended for use as an
aid to institutional investors, registered brokers or professionals of
similar sophistication in making informed judgments concerning
securities. The Corporation accepts responsibility for, and
acknowledges it exercises its own independent judgment in, its
selection of the Data, its selection of the use or intended use of
such, and any results obtained. Nothing contained herein shall be
deemed to be a waiver of any rights existing under applicable law for
the protection of investors.
USBFS shall indemnify and hold the Corporation harmless from and
against any and all claims, demands, losses, expenses, and liabilities
of any and every nature (including reasonable attorneys' fees) that
the Corporation may sustain or incur or that may be asserted against
the Corporation by any person arising out of any action taken or
omitted to be taken by USBFS as a result of USBFS's refusal or failure
to comply with the terms of this Agreement, or from its bad faith,
negligence, or willful misconduct in the performance of its duties
under this Agreement. This indemnity shall be a continuing obligation
of USBFS, its successors and assigns, notwithstanding the termination
of this Agreement. As used in this paragraph, the term "Corporation"
shall include the Corporation's directors, officers and employees.
In the event of a mechanical breakdown or failure of communication or
power supplies beyond its control, USBFS shall take all reasonable
steps to minimize service interruptions for any period that such
interruption continues. USBFS will make every reasonable effort to
restore any lost or damaged data and correct any errors resulting from
such a breakdown at the expense of USBFS. USBFS agrees that it shall,
at all times, have reasonable contingency plans with appropriate
parties, making reasonable provision for emergency use of electrical
data processing equipment to the extent appropriate equipment is
available. Representatives of the Corporation shall be entitled to
inspect USBFS's premises and operating capabilities at any time during
regular business hours of USBFS, upon reasonable notice to USBFS.
Moreover, USBFS shall provide the Corporation, at such times as the
Corporation may reasonably require, copies of reports rendered by
independent accountants on the internal controls and procedures of
USBFS relating to the services provided by USBFS under this Agreement.
Notwithstanding the above, USBFS reserves the right to reprocess and
correct administrative errors at its own expense.
In no case shall either party be liable to the other for (i) any
special, indirect or consequential damages, loss of profits or
goodwill (even if advised of the
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possibility of such); (ii) any delay by reason of circumstances beyond
its control, including acts of civil or military authority, national
emergencies, labor difficulties, fire, mechanical breakdown, flood or
catastrophe, acts of God, insurrection, war, riots, or failure beyond
its control of transportation or power supply; or (iii) any claim that
arose more than one year prior to the institution of suit therefore.
B. In order that the indemnification provisions contained in this section
shall apply, it is understood that if in any case the indemnitor may
be asked to indemnify or hold the indemnitee harmless, the indemnitor
shall be fully and promptly advised of all pertinent facts concerning
the situation in question, and it is further understood that the
indemnitee will use all reasonable care to notify the indemnitor
promptly concerning any situation that presents or appears likely to
present the probability of a claim for indemnification. The indemnitor
shall have the option to defend the indemnitee against any claim that
may be the subject of this indemnification. In the event that the
indemnitor so elects, it will so notify the indemnitee and thereupon
the indemnitor shall take over complete defense of the claim, and the
indemnitee shall in such situation initiate no further legal or other
expenses for which it shall seek indemnification under this section.
The indemnitee shall in no case confess any claim or make any
compromise in any case in which the indemnitor will be asked to
indemnify the indemnitee except with the indemnitor's prior written
consent.
C. The indemnity and defense provisions set forth in this Section 9 shall
indefinitely survive the termination and/or assignment of this
Agreement.
D. If USBFS is acting in another capacity for the Corporation pursuant to
a separate agreement, nothing herein shall be deemed to relieve USBFS
of any of its obligations in such other capacity.
10. NOTIFICATION OF ERROR
The Corporation will notify USBFS of any discrepancy between USBFS and the
Corporation, including, but not limited to, failing to account for a
security position in the Fund's portfolio, upon the later to occur of: (i)
three business days after receipt of any reports rendered by USBFS to the
Corporation; (ii) three business days after discovery of any error or
omission not covered in the balancing or control procedure; or (iii) three
business days after receiving notice from any shareholder regarding any
such discrepancy.
11. DATA NECESSARY TO PERFORM SERVICES
The Corporation or its agent shall furnish to USBFS the data necessary to
perform the services described herein at such times and in such form as
mutually agreed upon.
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12. PROPRIETARY AND CONFIDENTIAL INFORMATION
A. USBFS agrees on behalf of itself and its directors, officers, and
employees to treat confidentially and as proprietary information of
the Corporation, all records and other information relative to the
Corporation and prior, present, or potential shareholders of the
Corporation (and clients of said shareholders), and not to use such
records and information for any purpose other than the performance of
its responsibilities and duties hereunder, except (i) after prior
notification to and approval in writing by the Corporation, which
approval shall not be unreasonably withheld and may not be withheld
where USBFS may be exposed to civil or criminal contempt proceedings
for failure to comply, (ii) when requested to divulge such information
by duly constituted authorities, or (iii) when so requested by the
Corporation. Records and other information which have become known to
the public through no wrongful act of USBFS or any of its employees,
agents or representatives, and information that was already in the
possession of USBFS prior to receipt thereof from the Corporation or
its agent, shall not be subject to this paragraph.
Further, USBFS will adhere to the privacy policies adopted by the
Corporation pursuant to Title V of the Xxxxx-Xxxxx-Xxxxxx Act, as may
be modified from time to time. In this regard, USBFS shall have in
place and maintain physical, electronic and procedural safeguards
reasonably designed to protect the security, confidentiality and
integrity of, and to prevent unauthorized access to or use of, records
and information relating to the Corporation and its shareholders.
B. The Corporation, on behalf of itself and its directors, officers, and
employees, will maintain the confidential and proprietary nature of
the Data and agrees to protect it using the same efforts, but in no
case less than reasonable efforts, that it uses to protect its own
proprietary and confidential information.
13. RECORDS
USBFS shall keep records relating to the services to be performed hereunder
in the form and manner, and for such period, as it may deem advisable and
is agreeable to the Corporation, but not inconsistent with the rules and
regulations of appropriate government authorities, in particular, Section
31 of the 1940 Act and the rules thereunder. USBFS agrees that all such
records prepared or maintained by USBFS relating to the services to be
performed by USBFS hereunder are the property of the Corporation and will
be preserved, maintained, and made available in accordance with such
applicable sections and rules of the 1940 Act and will be promptly
surrendered to the Corporation or its designee on and in accordance with
its request.
14. COMPLIANCE WITH LAWS
The Corporation has and retains primary responsibility for all compliance
matters relating to the Fund, including but not limited to compliance with
the 1940 Act, the Code, the
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SOX Act, the USA Patriot Act of 2002 and the policies and limitations of
the Fund relating to its portfolio investments as set forth in its current
prospectus and statement of additional information. USBFS's services
hereunder shall not relieve the Corporation of its responsibilities for
assuring such compliance or the Board of Directors oversight responsibility
with respect thereto.
15. TERM OF AGREEMENT; AMENDMENT
This Agreement shall become effective as of the date first written above
and will continue in effect for a period of one year. Thereafter, if not
terminated, this Agreement shall continue in effect automatically as to
each Fund for successive one-year periods. Subsequent to the initial
one-year term, this Agreement may be terminated by either party upon giving
90 days prior written notice to the other party or such shorter period as
is mutually agreed upon by the parties. Notwithstanding the foregoing, this
Agreement may be terminated by any party upon the breach of the other party
of any material term of this Agreement if such breach is not cured within
15 days of notice of such breach to the breaching party. This Agreement may
not be amended or modified in any manner except by written agreement
executed by USBFS and the Corporation, and authorized or approved by the
Board of Directors.
16. DUTIES IN THE EVENT OF TERMINATION
In the event that, in connection with termination, a successor to any of
USBFS's duties or responsibilities hereunder is designated by the
Corporation by written notice to USBFS, USBFS will promptly, upon such
termination and at the expense of the Corporation, transfer to such
successor all relevant books, records, correspondence and other data
established or maintained by USBFS under this Agreement in a form
reasonably acceptable to the Corporation (if such form differs from the
form in which USBFS has maintained the same, the Corporation shall pay any
expenses associated with transferring the data to such form), and will
cooperate in the transfer of such duties and responsibilities, including
provision for assistance from USBFS's personnel in the establishment of
books, records and other data by such successor. If no such successor is
designated, then such books, records and other data shall be returned to
the Corporation.
17. ASSIGNMENT
This Agreement shall extend to and be binding upon the parties hereto and
their respective successors and assigns; provided, however, that this
Agreement shall not be assignable by the Corporation without the written
consent of USBFS, or by USBFS without the written consent of the
Corporation accompanied by the authorization or approval of the
Corporation's Board of Directors.
18. GOVERNING LAW
This Agreement shall be construed in accordance with the laws of the State
of Wisconsin, without regard to conflicts of law principles. To the extent
that the applicable laws of the
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State of Wisconsin, or any of the provisions herein, conflict with the
applicable provisions of the 1940 Act, the latter shall control, and
nothing herein shall be construed in a manner inconsistent with the 1940
Act or any rule or order of the SEC thereunder.
19. NO AGENCY RELATIONSHIP
Nothing herein contained shall be deemed to authorize or empower either
party to act as agent for the other party to this Agreement, or to conduct
business in the name, or for the account, of the other party to this
Agreement.
20. SERVICES NOT EXCLUSIVE
Nothing in this Agreement shall limit or restrict USBFS from providing
services to other parties that are similar or identical to some or all of
the services provided hereunder.
21. INVALIDITY
Any provision of this Agreement which may be determined by competent
authority to be prohibited or unenforceable in any jurisdiction shall, as
to such jurisdiction, be ineffective to the extent of such prohibition or
unenforceability without invalidating the remaining provisions hereof, and
any such prohibition or unenforceability in any jurisdiction shall not
invalidate or render unenforceable such provision in any other
jurisdiction. In such case, the parties shall in good faith modify or
substitute such provision consistent with the original intent of the
parties.
22. NOTICES
Any notice required or permitted to be given by either party to the other
shall be in writing and shall be deemed to have been given on the date
delivered personally or by courier service, or three days after sent by
registered or certified mail, postage prepaid, return receipt requested, or
on the date sent and confirmed received by facsimile transmission to the
other party's address set forth below:
Notice to USBFS shall be sent to:
U.S. Bancorp Fund Services, LLC
000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
and notice to the Corporation shall be sent to:
Ohio National Fund, Inc. or
Dow Target Variable Fund, LLC
Xxx Xxxxxxxxx Xxx
Xxxxxxxxxx XX 00000
23. MULTIPLE ORIGINALS
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This Agreement may be executed on two or more counterparts, each of which
when so executed shall be deemed to be an original, but such counterparts
shall together constitute but one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by a duly authorized officer on one or more counterparts as of the date
first above written.
OHIO NATIONAL FUND, INC. U.S. BANCORP FUND SERVICES, LLC
By: By:
-------------------------------- ------------------------------------
Name: Name: Xxx X. Xxxxxxx
------------------------------- Title: President
Title:
------------------------------
DOW TARGET VARIABLE FUND, LLC
By:
--------------------------------
Name:
-------------------------------
Title:
------------------------------
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EXHIBIT A
TO THE
FUND ACCOUNTING SERVICING AGREEMENT - OHIO NATIONAL FUND, INC.
FUND NAMES
Separate Series of Ohio National Fund, Inc.
Name of Series
EQUITY PORTFOLIO
MONEY MARKET PORTFOLIO
BOND PORTFOLIO
OMNI PORTFOLIO
INTERNATIONAL PORTFOLIO
INTERNATIONAL SMALL COMPANY PORTFOLIO
CAPITAL APPRECIATION PORTFOLIO
DISCOVERY PORTFOLIO
AGGRESSIVE GROWTH PORTFOLIO
SMALL CAP GROWTH PORTFOLIO
MID CAP OPPORTUNITY PORTFOLIO
CAPITAL GROWTH PORTFOLIO
S&P 500 INDEX PORTFOLIO
HIGH INCOME BOND PORTFOLIO
BLUE CHIP PORTFOLIO
NASDAQ-100 INDEX PORTFOLIO
BRISTOL PORTFOLIO
BRYTON GROWTH PORTFOLIO
U.S. EQUITY PORTFOLIO
BALANCED PORTFOLIO
COVERED CALL PORTFOLIO
TARGET VIP PORTFOLIO
TARGET EQUITY/INCOME PORTFOLIO
1st Quarter Dow 5
2nd Quarter Dow 5
3rd Quarter Dow 5
4th Quarter Dow 5
1st Quarter Dow 10
2nd Quarter Dow 10
3rd Quarter Dow 10
4th Quarter Dow 10
A-1
EXHIBIT B
TO THE
FUND ACCOUNTING SERVICING AGREEMENT - OHIO NATIONAL FUND, INC.
OHIO NATIONAL AND DOW PORTFOLIOS
FUND ACCOUNTING ANNUAL FEE SCHEDULE
EFFECTIVE MAY 1, 2005
FUND COMPLEX FEE SCHEDULE All fees are billed monthly plus
$525,000 base fee on assets up to out-of-pocket expenses, including
$1.5 billion pricing, corporate action, and factor
2.0 basis points on assets from services:
$1.5-$2 billion $.15 Domestic and Canadian Equities
1.0 basis points on assets from $2 $.15 Options
billion-$3 billion $.50 Corp/Gov/Agency Bonds
0.5 basis points on assets over $3 $.45 Currency
billion $.80 CMO's
$.50 International Equities and Bonds
$.80 Municipal Bonds
$.80 Money Market Instruments
$ 125 /fund/month - Mutual Fund Pricing
$2.00 /equity Security/Month Corporate
Actions per month
$ 125 /month Manual Security Pricing
( >10/day)
Factor Services (BondBuyer)
$1.50 /CMO/month
$ .25/Mortgage Backed/month
B-1
