LICENSE AGREEMENT
AMENDED AND RESTATED
This Agreement, effective May 1, 2006, amended and restated November 12, 2008,
by and between Ameriprise Financial, Inc. (hereinafter called "Licensor"), a
corporation organized and existing under the laws of the State of Delaware,
whose principal place of business is located at 000 Xxxxxxxxxx Xxxxxxxxx Xxxxxx,
Xxxxxxxxxxx, Xxxxxxxxx 00000, and each of the Corporations and Trusts listed in
Schedule A (individually called "Licensee," and collectively the "Licensees"),
whose principal place of business is located at 000 Xxxxxxxxx Xxxxxx Xxxxx,
Xxxxx 0000, Xxxxxxxxxxx, Xxxxxxxxx 00000-0000;
WHEREAS, Licensor owns and is the licensor of the trade names, trademarks and
service marks ("Marks") and any corresponding registrations and applications
thereof listed on Schedule B; and
WHEREAS, each Licensee wishes to use certain of Licensor's Marks;
NOW, THEREFORE, in consideration of the foregoing and of the mutual promises
hereinafter set forth, the parties agree as follows:
1. GRANT OF LICENSE
Licensor grants to each Licensee a nonexclusive, nontransferable license to use
the Marks, in its name, in the name of any series of its shares, and in
connection with advertising or other communications regarding Licensees; and
each Licensee accepts the license subject to Licensor's right to add to or
delete from Schedule B upon thirty (30) days written notice, as well as the
following terms and conditions.
2. LICENSORSHIP OF MARKS
Each Licensee acknowledges the licensorship of the Marks in Licensor, and agrees
that it will do nothing inconsistent with such licensorship, and agrees to
assist Licensor in recording this Agreement with appropriate government
authorities. Each Licensee agrees that nothing in this license shall give
Licensee any right, title or interest in the Marks other than the right to use
the Marks in accordance with this license.
3. QUALITY STANDARDS
The Licensor and each Licensee agree that in the conduct of its respective
business and activities and its rendering of services under such marks it shall
adhere to the highest ethical and business standards in the mutual funds field
and shall do nothing to bring disrepute to, nor to in any manner damage, the
good trade name and marks listed on Schedule B.
4. FORM OF USE
Each Licensee agrees to use the Marks only in the form and manner and with
appropriate legends as prescribed from time to time by Licensor, and not to use
any other trademark or service xxxx in combination with any of the Marks without
prior written approval of Licensor.
5. TERMINATION
Licensor shall have the right to terminate this Agreement on ninety (90) days
written notice to a Licensee.
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6. EFFECT OF TERMINATION
Upon termination of this Agreement, each Licensee will be entitled to continue
using the Marks until it has obtained shareholder approval to change its
corporate name. After that date, Licensee will cooperate with Licensor or its
appointed agent to apply to the appropriate authorities to cancel recording of
this Agreement from all government records, and to destroy or supplement all
printed materials bearing any of the Marks. Licensee agrees that all rights in
the Marks and the goodwill connected therewith shall remain the property of
Licensor.
7. LIABILITY
All rights, obligations and liabilities of each Licensee shall be several and
not joint.
8. INTERPRETATION OF AGREEMENT
It is agreed that this Agreement may be interpreted according to the laws of the
State of Minnesota, United States of America.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
as of the day and year first above written.
LICENSOR: LICENSEES:
--------- ----------
Ameriprise Financial, Inc. RiverSource Bond Series, Inc.
000 Xxxxxxxxxx Xxxxxxxxx Xxxxxx XxxxxXxxxxx Xxxxxxxxxx Tax-Exempt Trust
Xxxxxxxxxxx, Xxxxxxxxx 00000 RiverSource Dimensions Series, Inc.
RiverSource Diversified Income Series, Inc.
RiverSource Equity Series, Inc.
RiverSource Global Series, Inc.
RiverSource Government Income Series, Inc.
By: RiverSource High Yield Income Series, Inc.
--------------------------------- RiverSource Income Series, Inc.
Xxx X. Xxxxxx RiverSource International Managers Series, Inc.
Executive Vice President RiverSource International Series, Inc.
Chief Marketing Officer RiverSource Investment Series, Inc.
RiverSource Large Cap Series, Inc.
RiverSource Managers Series, Inc.
RiverSource Market Advantage Series, Inc.
RiverSource Money Market Series, Inc.
RiverSource Sector Series, Inc.
RiverSource Selected Series, Inc.
RiverSource Series Trust
RiverSource Short Term Investments Series, Inc.
RiverSource Special Tax-Exempt Series Trust
RiverSource Stock Series, Inc.
Page 3
RiverSource Strategic Allocation Series, Inc.
RiverSource Strategy Series, Inc.
RiverSource Tax-Exempt Income Series, Inc.
RiverSource Tax-Exempt Money Market Series, Inc.
RiverSource Tax-Exempt Series, Inc.
RiverSource Variable Portfolio - Income Series, Inc.
RiverSource Variable Portfolio - Investment Series, Inc.
RiverSource Variable Portfolio - Managed Series, Inc.
RiverSource Variable Portfolio - Managers Series, Inc.
RiverSource Variable Portfolio - Money Market Series, Inc.
RiverSource Variable Portfolio - Select Series, Inc.
RiverSource Variable Series Trust
Xxxxxxxx Capital Fund, Inc.
Xxxxxxxx Cash Management Fund, Inc.
Xxxxxxxx Common Stock Fund, Inc.
Xxxxxxxx Communications and Information Fund, Inc.
Xxxxxxxx Core Fixed Income Fund, Inc.
Xxxxxxxx Frontier Fund, Inc.
Xxxxxxxx Global Fund Series, Inc.
Xxxxxxxx Growth Fund, Inc.
Xxxxxxxx High Income Fund Series
Xxxxxxxx Income and Growth Fund, Inc.
Xxxxxxxx LaSalle Real Estate Fund Series, Inc.
Xxxxxxxx Municipal Fund Series, Inc.
Xxxxxxxx Municipal Series Trust
Xxxxxxxx New Jersey Municipal Fund, Inc.
Xxxxxxxx Pennsylvania Municipal Fund Series
Xxxxxxxx Portfolios, Inc.
Xxxxxxxx TargetHorizon ETF Portfolios, Inc.
Xxxxxxxx Asset Allocation Series, Inc.
Xxxxxxxx Value Fund Series, Inc.
Xxxxxxxx LaSalle International Real Estate Fund, Inc.
Xxxxxxxx Select Municipal Fund, Inc.
Tri-Continental Corporation
By:
------------------------------------
Xxxxxxx X. Xxxxxxxx
President
Page 4
SCHEDULE A
FUND NAMES
RETAIL FUNDS:
RiverSource Bond Series, Inc.
RiverSource California Tax-Exempt Trust
RiverSource Dimensions Series, Inc.
RiverSource Diversified Income Series, Inc.
RiverSource Equity Series, Inc.
RiverSource Global Series, Inc.
RiverSource Government Income Series, Inc.
RiverSource High Yield Income Series, Inc.
RiverSource Income Series, Inc.
RiverSource International Managers Series, Inc.
RiverSource International Series, Inc.
RiverSource Investment Series, Inc.
RiverSource Large Cap Series, Inc.
RiverSource Managers Series, Inc.
RiverSource Market Advantage Series, Inc.
RiverSource Money Market Series, Inc.
RiverSource Sector Series, Inc.
RiverSource Selected Series, Inc.
RiverSource Series Trust
RiverSource Short Term Investments Series, Inc.
RiverSource Special Tax-Exempt Series Trust
RiverSource Stock Series, Inc.
RiverSource Strategic Allocation Series, Inc.
RiverSource Strategy Series, Inc.
RiverSource Tax-Exempt Income Series, Inc.
RiverSource Tax-Exempt Money Market Series, Inc.
RiverSource Tax-Exempt Series, Inc.
Xxxxxxxx Capital Fund, Inc.
Xxxxxxxx Cash Management Fund, Inc.
Xxxxxxxx Common Stock Fund, Inc.
Xxxxxxxx Communications and Information Fund, Inc.
Xxxxxxxx Core Fixed Income Fund, Inc.
Xxxxxxxx Frontier Fund, Inc.
Xxxxxxxx Global Fund Series, Inc.
Xxxxxxxx Growth Fund, Inc.
Xxxxxxxx Income and Growth Fund, Inc.
Xxxxxxxx LaSalle Real Estate Fund Series, Inc.
Xxxxxxxx Municipal Series Trust
Xxxxxxxx New Jersey Municipal Fund, Inc.
Page 5
Xxxxxxxx Pennsylvania Municipal Fund Series
Xxxxxxxx TargetHorizon ETF Portfolios, Inc.
Xxxxxxxx Asset Allocation Series, Inc.
Xxxxxxxx Value Fund Series, Inc.
CLOSED-END FUNDS
Xxxxxxxx LaSalle International Real Estate Fund, Inc.
Xxxxxxxx Select Municipal Fund, Inc.
Tri-Continental Corporation
VARIABLE PORTFOLIO FUNDS:
RiverSource Variable Portfolio - Income Series, Inc.
RiverSource Variable Portfolio - Investment Series, Inc.
RiverSource Variable Portfolio - Managed Series, Inc.
RiverSource Variable Portfolio - Managers Series, Inc.
RiverSource Variable Portfolio - Money Market Series, Inc.
RiverSource Variable Portfolio - Select Series, Inc.
RiverSource Variable Series Trust
Xxxxxxxx Portfolios, Inc.
Page 6
SCHEDULE B
TRADEMARKS & SERVICE MARKS REGISTRATION NO.
-------------------------- ----------------
RIVERSOURCE 3,216,429
RIVERSOURCE RETIREMENT PLUS 3,320,911
XXXXXXXX 2,366,135
XXXXXXXX TARGETFUND CORE 3,286,986
XXXXXXXX TARGETFUND 2015 3,286,905
XXXXXXXX TARGETFUND 2025 3,286,904
XXXXXXXX TARGET HORIZON ETF PORTFOLIOS 3,286,903
XXXXXXXX TIME HORIZON MATRIX 3,189,044
XXXXXXXX HARVESTER 2,361,910
INVEST-A-CHECK 872,771
J&WS 1,242,324
