FULFILLMENT SERVICING AGREEMENT
This Agreement between Firstar Trust Company
("FTC"), AMquest Advisers, Inc. (the "Adviser"), Sun
Consolidated Securities, Inc. ("Sun"), and Amquest
Matrix Funds, Inc. (the "Company") is entered into on
this 27th day of September, 1996.
WHEREAS, the Adviser is a registered investment
adviser under the Investment Advisers Act of 1940, as
amended;
WHEREAS, the Adviser serves as investment adviser
to the Company, a registered investment company under
the Investment Company Act of 1940, as amended, which
is authorized to create separate series of funds;
WHEREAS, Sun is a registered broker-dealer under
the Securities Exchange Act of 1934, as amended, and
serves as principal underwriter of Company shares;
WHEREAS, FTC provides fulfillment services to
mutual funds;
WHEREAS, the Adviser, Sun and the Company desire
to retain FTC to provide fulfillment services for each
series of funds of the Company listed on Schedule A
attached hereto (collectively, the "Funds"), as may be
amended from time to time.
NOW, THEREFORE, the parties agree as follows:
Duties and Responsibilities of FTC
1. Answer all prospective shareholder calls
concerning any of the Funds.
2. Send all available Fund materials requested by the
prospect within 24 hours from time of call.
3. Receive and update all Company fulfillment
literature so that the most current information is
sent and quoted.
4. Provide 24 hour answering service to record
prospect calls made after hours (7 p.m. to 8 a.m.
CT).
5. Maintain and store Company fulfillment inventory.
6. Send periodic fulfillment reports to the Company
as agreed upon between the parties.
Duties and Responsibilities of the Company
1. Provide Fund fulfillment literature updates to FTC
as necessary.
2. Supply FTC with sufficient inventory of
fulfillment materials as requested from time to
time by FTC.
3. Provide FTC with any sundry information about the
Company and the Funds in order to answer prospect
questions.
Compensation
The Company, if permissible under any Rule 12b-1
Plan in effect from time to time for the benefit of the
Funds and only to the extent consistent with the terms
of such plan, or the Advisor, agrees to compensate FTC
for the services performed under this Agreement in
accordance with the attached Schedule B. All invoices
shall be paid within 10 days of receipt.
Proprietary and Confidential Information
FTC agrees on behalf of itself and its directors,
officers, and employees to treat confidentially and as
proprietary information of the Company all records and
other information relative to the Company and prior,
present, or potential shareholders of the Company (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 after prior notification to and
approval in writing by the Company, which approval
shall not be unreasonably withheld and may not be
withheld where FTC may be exposed to civil or criminal
contempt proceedings for failure to comply, when
requested to divulge such information by duly
constituted authorities, or when so requested by the
Company.
Termination
This Agreement may be terminated by either party
upon 30 days written notice.
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 day and
year first written above.
FIRSTAR TRUST COMPANY
By: /s/ Xxxxxxx X. XxXxx
--------------------------------
Xxxxxxx X. XxXxx, Vice President
Attest: /s/ Xxxx X. Xxxx
---------------------
Xxxx X. Xxxx
AMQUEST ADVISERS, INC.
By: /s/ Xxxxxxx X. Xxxxx
---------------------------
Xxxxxxx X. Xxxxx, President
Attest: /s/ Xxxxxx X. Xxxxxx, Xx.
--------------------------------
Xxxxxx X. Xxxxxx, Xx., Secretary
SUN CONSOLIDATED SECURITIES, INC.
By: /s/ Xxxxxxx X. Xxxxx
----------------------------
Xxxxxxx X. Xxxxx, President
Attest: /s/ Xxxxxx X. Xxxxxx, Xx.
-----------------------------------------
Xxxxxx X. Xxxxxx, Xx., Secretary
and Vice President of Financial Operations
AMQUEST MATRIX FUNDS, INC.
By: /s/ Xxxxxxx X. Xxxxx
----------------------------
Xxxxxxx X. Xxxxx, President
Attest: /s/ Xxxxxx X. Xxxxxx, Xx.
---------------------------------
Xxxxxx X. Xxxxxx, Xx., Secretary
Schedule A
SEPARATE SERIES OF AMQUEST MATRIX FUNDS, INC.
Name of Series Date Added
AMquest Matrix Income Fund September 27, 1996
AMquest Matrix Total Return Fund September 27, 1996
AMquest Matrix Growth Fund September 27, 1996
Schedule B
FULFILLMENT SERVICES PROPOSAL FOR
AMquest Matrix Funds
SCOPE: This estimate details the initial setup and
ongoing costs to provide full service
fulfillment services.
Voice Response Unit directs fulfillment
calls to Firstar's Fulfillment Services
Department.
The Fulfillment Services Department will be
staffed from 8:00 a.m. to 7:00 p.m. (Central
Time) Monday-Friday. Calls received during
non-business hours will be directed to the
voice response unit, which provides the
option to record a prospects's fulfillment
request.
Each weekday morning, a fulfillment
representative transcribes voice mail
requests into the KATOE Fulfillment system.
The system will generate a report listing all
leads received from the previous day. This
report will be used to mail literature to
prospective shareholders.
Each morning personalized cover letters are
generated by the fulfillment system. The
items requested are printed at the bottom of
the letter to assist in the mailing of your
Funds' Literature.
Inventory is maintained at Firstar. The
Fulfillment Services Manager will be in close
contact with either a representative of the
Funds, or the Relationship Manager assigned
to the Funds, in order to replenish supplies.
Basic Fund Setup Package:
Single Fund Database Setup/Entry
Single Blue Sky Database Setup/Entry
Up to 10 Separate Literature Database Entries
Kit Package Linking
Report Programming
Fund Help Screen Setup
8 hours at $60* $480
4 hours at $30** $120
Basic Report Setup Package:
Customization of Fulfillment Report
Includes: Date/Time of Request, Name,Address,
Telephone Number, Marketing Source, etc.
4 hours at $60* $240
Voice Response Unit Modifications:
Coding change to direct calls to Literature Fulfillment
No Charge $ 0
=====
$840
*=Developmental costs are factored at $60 per hour
which includes programming, personnel, equipment, and
system upgrade costs. **=Administrative costs are
factored at $30 per hour which includes personnel
costs.
FULFILLMENT SERVICES PROPOSAL FOR Schedule B
AMquest Matrix Funds
Ongoing
Costs: Front Office Service Fee Includes:
Answering of all Fulfillment calls from 8:00
a.m. - 7:00 p.m. (Central Time) Monday -
Friday
Recording of all Fulfillment requests left
during non-business hours
Transcript of all voice mail requests
$.99/minute
$100/month minimum
NOTE: On the average, most literature
fulfillment calls average 1.8 minutes in
length. This would calculate to $1.78 per
average call. The $100 minimum monthly fee
would account for approximately 55 calls per
month.
Back Office Service Fee Includes:
Envelope inserting of up to 4 items per
customer $.45
Additional inserts $.15
Customer letter (included)
Inventory tracking (included)
Inventory storage (included)
Periodic activity reports showing
prospects by:
state of residence, literature items
requested,
market source (included)
Out-of-pocket expenses include but are not
limited to:
Postage