1
EXHIBIT 9(d)
------------
ORGANIZATIONAL EXPENSE
REIMBURSEMENT AGREEMENT
This Agreement, made this _____ day of ___________, 1994, by and
between Magna Funds, a Massachusetts business trust (the "Trust") and Ernst &
Company (the "Distributor").
WITNESSETH:
-----------
WHEREAS, the Trust is in the process of registering as an open-end
management investment company under the Investment Company Act of 1940;
WHEREAS, there have been and will be certain organizational expenses
incurred as a part of such registration, which are properly expenses of the
Trust, that have been and will in the future be paid by the Distributor by
reason of the fact that the Trust was not or will not be capitalized when such
expenses otherwise became or become due and payable;
WHEREAS, such organizational expenses include expenses necessary to
organize and establish the Trust and to create the necessary relationships and
legal qualifications to enable it to commence business and operations,
including, but not by way of limitation, such expenses as outside legal
counsel's fees, fees and taxes imposed by The Commonwealth of Massachusetts on
Massachusetts business trusts, independent public accountant fees and state blue
sky filing and registration fees (such expenses being hereinafter referred to as
"Organization Expenses"):
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. After the issuance and sale of shares of beneficial interest of the
Trust to the public, the Trust shall reimburse and pay to the Distributor the
amounts expended by the Distributor for Organization Expenses for the Trust.
2. Such reimbursement shall be paid by the Trust to the Distributor
upon demand, without interest, and in no event later than five years from the
commencement of operations of the Trust. Upon demand for payment, the
Distributor shall present copies of
-1-
2
invoices or receipts, and copies of cancelled checks or other evidence of
payment by the Distributor, of the Organization Expenses for which it is
demanding reimbursement.
MAGNA FUNDS
--------------------
Xxxxx Xxxxxxxxx
President
ERNST & COMPANY
--------------------
Xxxxxx X. Xxxxxxx
Executive Vice President
-2-