Exhibit 15(ii) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
RULE 12b-1 AGREEMENT
This Agreement is made between the Financial Institution executing this
Agreement ("Administrator") and Federated Securities Corp. ("FSC") for the
shares of beneficial interest or capital stock ("Shares") which Shares may be
offered in one or more series (the "Funds") and one or more classes thereof (the
"Class") and which have adopted a Rule 12b-1 Plan ("Plan") in relation to such
Funds and Classes and approved this form of agreement pursuant to Rule 12b-1
under the Investment Company Act of 1940. In consideration of the mutual
covenants hereinafter contained, it is hereby agreed by and between the parties
hereto as follows:
1. FSC hereby appoints Administrator to render or cause to be rendered sales
and administrative support services to the Funds with respect to the Classes
thereof and their shareholders.
2. The services to be provided under Paragraph 1 may include, but are not
limited to, the following:
(a) communicating account openings through computer terminals located on
the Administrator's premises ("computer terminals"), through a toll-free
telephone number or otherwise;
(b) communicating account closings via the computer terminals, through a
toll-free telephone number or otherwise;
(c) entering purchase transactions through the computer terminals, through
a toll-free telephone number or otherwise;
(d) entering redemption transactions through the computer terminals,
through a toll-free telephone number or otherwise;
(e) electronically transferring and receiving funds for Fund Share
purchase and redemptions, and confirming and reconciling all such
transactions;
(f) reviewing the activity in Fund accounts;
(g) providing training and supervision of its personnel;
(h) maintaining and distributing current copies of prospectuses and
shareholder reports;
(i) advertising the availability of its services and products;
(j) providing assistance and review in designing materials to send to
customers and potential customers and developing methods of making such
materials accessible to customers and potential customers; and
(k) responding to customers' and potential customers' questions about the
Funds.
The services listed above are illustrative. The Administrator is not required
to perform each service and may at any time perform either more or fewer
services than described above.
3. During the term of this Agreement, FSC will pay the Administrator fees
for each Fund or Class thereof set forth in a written schedule delivered to the
Administrator pursuant to this Agreement. FSC's fee schedule for Administrator
may be changed by FSC sending a new fee schedule to the Administrator pursuant
to Paragraph 12 of this Agreement. For the payment period in which this
Agreement becomes effective or terminates, there shall be an appropriate
proration of the fee on the basis of the number of days that the Rule 12b-1
Agreement is in effect during the period.
4. The Administrator will not perform or provide any duties which would
cause it to be a fiduciary under Section 4975 of the Internal Revenue Code, as
amended. For purposes of that Section, the Administrator understands that any
person who exercises any discretionaly authority or discretionary control with
respect to any individual retirement account or its assets, or who renders
investment advice for a fee, or has any authority or responsibility to do so, or
has any discretionary authority or discretionary responsibility in the
administration of such an account, is a fiduciary.
5. The Administrator understands that the Department of Labor views ERISA
as prohibiting fiduciaries of discretionary ERISA assets from receiving
administrative service fees or other compensation from funds in which the
fiduciary's discretionary ERISA assets are invested. To date, the Department of
Labor has not issued any exemptive order or advisory opinion that would exempt
fiduciaries from this interpretation. Without specific authorization
discretionary assets in any fund pursuant to an arrangement where the fiduciary
is to be compensated by the fund for such investment. Receipt of such
compensation could violate ERISA provisions against fiduciary self-dealing and
conflict of interest and could subject the fiduciary to substantial penalties.
6. The Administrator agrees not to solicit or cause to be solicited
directly, or indirectly, at any time in the future, any proxies from the
shareholders of any or all of the Funds in opposition to proxies solicited by
management of the mutual fund or funds, unless a court of competent jurisdiction
shall have determined that the conduct of a majority of the Board of Directors
or Trustees of the mutual fund or funds constitutes willful misfeasance, bad
faith, gross negligence or reckless disregard of their duties. This Paragraph 6
will survive the term of this Agreement.
7. With respect to each Fund or Class thereof, this Agreement shall
continue in effect for one year from the date of its execution, and thereafter
for successive periods of one year if the form of this Agreement is approved at
least annually by the Directors or Trustees of the mutual fund, including a
majority of the members of the Board of Directors or Trustees of the mutual fund
who are not interested persons of the mutual fund and have no direct or indirect
financial interest in the operation of the mutual fund's Plan or in any related
documents to the Plan ("Disinterested Directors or Trustees") cast in person at
a meeting for that purpose.
8. Notwithstanding Paragraph 7, this Agreement may be terminated as
follows:
(a) at any time, without the payment of any penalty, by the vote of a
majority of the Disinterested Directors or Trustees of the mutual fund or
by a vote of a majority of the outstanding voting securities of the Fund or
any Class thereof as defined in the Investment Company Act of 1940 on not
more than sixty (60) days' written notice to the parties to this Agreement;
(b) automatically in the event of the Agreement's assignment as defined in
the Investment Company Act of 1940 or upon the termination of the
"Distributor's Contract" between the mutual fund or funds and FSC; and
(c) by either party to the Agreement without cause by giving the other
party at least sixty (60) days' written notice of its intention to
terminate.
9. The termination of this Agreement with respect to any one Fund or
Class thereof will not cause the Agreement's termination with respect to any
other Fund or Class thereof.
10. The Administrator agrees to obtain any taxpayer identification number
certification form its customers required under Section 3406 of the Internal
Revenue Code, and any applicable Treasury regulations, and to provide FSC or its
designee with timely written notice of any failure to obtain such taxpayer
identification number certification in order to enable the implementation of any
required backup withholding.
11. This Agreement supersedes any prior service agreements between the
parties for the mutual funds.
12. This Agreement may be amended by FSC from time to time by the
following procedure. FSC will mail a copy of the amendment to the
Administrator's address, as shown below. If the Administrator does not object
to the amendment within thirty (30) days after its receipt, the amendment will
become part of the Agreement. The Administrator's objection must be in writing
and be received by FSC within such thirty days.
13. This Agreement shall be construed in accordance with the Laws of the
Commonwealth of Pennsylvania.
Administrator
Address
City, State, Zip Code
Dated: By:
Authorized Signature
Title
Print Name of Authorized
Signature
FEDERATED SECURITIES CORP.
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
By:
Xxxxxxx X. Xxxxxx, President
FEE SCHEDULE FOR RULE 12b-1 AGREEMENT WITH
FEDERATED SECURITIES CORP.
April 29, 1991
FSC will pay the Administrator a periodic fee for the following Classes of the
Funds set forth below thereof computed at an annual rate of the average net
asset value of Shares held in each of these Funds during the period in accounts
for which the Administrator provides services under Rule 12b-1 Agreement, so
long as the average net asset value of the Shares in a Class of the Fund during
the period is at least $100,000.
Funds Fee Rate Period
The Starburst Government Money Market Fund -
Investment Shares .35 of 1% Monthly
The Starburst Money Market Fund
Investment Shares .35 of 1% Monthly
Amendment No. 1
to
FEE SCHEDULE FOR RULE 12b-1 AGREEMENT WITH
FEDERATED SECURITIES CORP.
, 1991
-----------
FSC will pay the Administrator a periodic fee for the following Classes of the
Funds set forth below thereof computed at an annual rate of the average net
asset value of Shares held in each of these Funds during the period in accounts
for which the Administrator provides services under Rule 12b-1 Agreement, so
long as the average net asset value of the Shares in a Class of the Fund during
the period is at least $100,000.
Funds Fee Rate Period
The Starburst Government Money Market Fund -
Investment Shares .35 of 1% Monthly
The Starburst Money Market Fund
Investment Shares .35 of 1% Monthly
The Starburst Municipal Bond Fund .25 of 1% Monthly
Amendment No. 2
to
FEE SCHEDULE FOR RULE 12b-1 AGREEMENT WITH
FEDERATED SECURITIES CORP.
, 1992
-----------
FSC will pay the Administrator a periodic fee for the following Classes of the
Funds set forth below thereof computed at an annual rate of the average net
asset value of Shares held in each of these Funds during the period in accounts
for which the Administrator provides services under Rule 12b-1 Agreement, so
long as the average net asset value of the Shares in a Class of the Fund during
the period is at least $100,000.
Funds Fee Rate Period
The Starburst Government Money Market Fund -
Investment Shares .35 of 1% Monthly
The Starburst Money Market Fund
Investment Shares .35 of 1% Monthly
The Starburst Municipal Income Fund .25 of 1% Monthly
The Starburst Government Income Fund .25 of 1% Monthly
