EXHIBIT h(1)
TRANSFER AGENCY AND SERVICE AGREEMENT
between
ALPS MUTUAL FUNDS SERVICES, INC.
and
XXXXX PARK SERIES TRUST
and
THE AMERISTOCK CORPORATION
TRANSFER AGENCY AND SERVICE AGREEMENT
BETWEEN
ALPS MUTUAL FUNDS SERVICES, INC.,
XXXXX PARK SERIES TRUST AND
THE AMERISTOCK CORPORATION
TABLE OF CONTENTS
SECTION PAGE
------- ----
1. Terms of Appointment and Duties 1
2. Fees and Expenses 4
3. Representations and Warranties of ALPS 4
4. Representations and Warranties of the Trust 4
5. Wire Transfer Operating Guidelines 5
6. Indemnification 6
7. Standard of Care 7
8. Confidentiality 7
9. Covenants of the Trust and ALPS 7
10. Duration and Termination of Agreement 8
11. Assignment and Third Party Beneficiaries 9
12. Miscellaneous 9
Appendix A 00
Xxxxxxxx X 13
Appendix C 14
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TRANSFER
AGENCY AND SERVICE AGREEMENT
AGREEMENT made as of the 5th day of August, 2002, by and between Xxxxx Park
Series Trust, a Delaware business trust (the "Trust") ALPS Mutual Funds
Services, Inc., a
Colorado corporation ("ALPS"), and Ameristock Corporation, a
California corporation (the "Adviser").
WHEREAS, the Trust is an open-end management investment company registered under
the Investment Company Act of 1940, presently offering shares in one series, the
Ameristock Focused Value Fund; and
WHEREAS, the Adviser has entered into a separate Management Agreement with the
Trust; and
WHEREAS, the Trust desires to appoint ALPS as its transfer agent, dividend
disbursing agent and agent in connection with certain other activities as set
forth herein (collectively "Shareholder and Record-Keeping Services") and ALPS
desires to accept such appointment;
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the
parties hereto agree as follows:
1. TERMS OF APPOINTMENT; DUTIES
1.1 TRANSFER AGENCY SERVICES. Subject to the terms and conditions set forth
in this Agreement, the Trust hereby employs and appoints ALPS to act as,
and ALPS agrees to act as, the transfer agent for the Trust's authorized
and issued shares of beneficial interest, and the dividend disbursing
agent. As used herein, the term "Shares" means the authorized and issued
shares of common stock, or shares of beneficial interest, as the case
may be, for the Trust. ALPS agrees that it will perform the following
Shareholder and Record-Keeping services:
(a) ALPS shall:
(i) Receive for acceptance orders for the purchase of
Shares, and promptly deliver payment and appropriate
documentation thereof to the Custodian of the Trust authorized
by the Board of Trustees of the Trust (the "Custodian");
(ii) Pursuant to purchase orders, issue the appropriate
number of Shares and hold such Shares in the appropriate
Shareholder accounts;
(iii) Receive for acceptance redemption requests and
redemption directions and deliver the appropriate documentation
thereof to the Custodian;
(iv) In respect to the transactions in items (i) (ii) and
(iii) above, ALPS shall execute transactions directly with
broker-dealers, investment advisers and other
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institutions acting on behalf of investors authorized by the
Trust who shall thereby be deemed to be acting on behalf of the
Trust;
(v) When it receives monies paid to it by the Custodian
with respect to any redemption, pay or cause to be paid in the
appropriate manner such monies as instructed by the redeeming
Shareholders;
(vi) Prepare and transmit payments (or where appropriate
credit the account of a shareholder of the Trust
("Shareholder")) for dividends and distributions declared by the
Trust;
(vii) Maintain records of, account for and advise the Trust
and its Shareholders as to the foregoing; and
(viii) Record the issuance of Shares of the Trust and maintain
pursuant to SEC Rule 17Ad-10(e) a record of the total number of
Shares of the Trust which are authorized, based upon data
provided to it by the Trust, and issued and outstanding. ALPS
shall also provide the Trust on a regular basis with the total
number of Shares which are authorized and issued and outstanding
and shall have no obligation, when recording the issuance of
Shares, to monitor the issuance of such Shares or to take
cognizance of any laws relating to the issue or sale of such
Shares, which functions shall be the sole responsibility of the
Trust.
1.2 ADDITIONAL SERVICES. In addition to, and neither in lieu nor in
contravention of, the services set forth in the above paragraph, ALPS
shall perform the following services:
(a) OTHER CUSTOMARY SERVICES. Perform the customary services of a
transfer agent, dividend disbursing agent and, as relevant,
agent in connection with accumulation, open-account or similar
plans (including without limitation any periodic investment plan
or periodic withdrawal program), including but not limited to:
maintaining all Shareholder accounts, preparing Shareholder
meeting lists, mailing Shareholder proxies, mailing Shareholder
reports and prospectuses to current Shareholders, withholding
taxes on U.S. resident and non-resident alien accounts and
maintaining records with respect to such withholding, preparing
and filing U.S. Treasury Department Forms 1099 and other
appropriate forms required with respect to dividends and
distributions by federal authorities for all taxable
Shareholders, preparing and mailing confirmation forms and
statements of account to Shareholders for all purchases and
redemptions of Shares and other confirmable transactions in
Shareholder accounts, preparing and mailing activity statements
for Shareholders, and providing Shareholder account information.
Services to be performed by ALPS include those set forth in
Appendix A attached hereto and incorporated herein by this
reference.
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(b) CONTROL BOOK. Maintain a daily record of all transactions,
including receipts and disbursements of money and securities,
and make available to the Trust a copy of such report on the
next business day following the request;
(c) "BLUE SKY" REPORTING. The Trust or its agent who provides blue
sky services shall (i) identify to ALPS in writing those
transactions and assets to be treated as exempt from blue sky
reporting for each State and (ii) verify the establishment of
transactions for each State on the system prior to activation
and thereafter monitor the daily activity for each State. The
responsibility of ALPS for the Trust's blue sky State
registration status under this Agreement is solely limited to
the initial establishment of transactions subject to blue sky
compliance by the Trust and providing a system which will enable
the Trust to monitor the total number of Shares sold in each
State;
(d) NEW PROCEDURES. New procedures as to whom shall provide certain
of these services in Section 1 may be established from time to
time by agreement between the Trust and ALPS. With the Trust's
prior approval, ALPS may at times perform only a portion of
these services and the Trust or its agent may perform these
services on the Trust's behalf.
(e) RECORDKEEPING. The Transfer Agent shall create and maintain all
records required of it pursuant to its duties hereunder in
accordance with all applicable laws, rules and regulations,
including records required by Section 31(a) of the 1940 Act. All
such records shall be the property of the Trust and shall be
available during regular business hours for inspection, copying
and use by the Trust. Where applicable, such records shall be
maintained by the Transfer Agent for the periods and in the
places required by Rule 31a-2 under the 1940 Act. Upon
termination of this Agreement, the Transfer Agent shall deliver
all such records to the Trust or such person as the Trust may
designate.
(f) AVAILABILITY OF FACILITIES. Upon reasonable notice by the Trust,
the Transfer Agent shall make available during regular business
hours such of its facilities and premises employed in connection
with the performance of its duties under this Agreement for
reasonable visitation by the Trust, or any person retained by
the Trust as may be necessary for the Trust to evaluate the
quality of the services performed by the Transfer Agent pursuant
hereto.
(g) AML PROGRAM. ALPS agrees to (i) maintain an anti-money
laundering program in compliance with applicable laws and
regulations; and (ii) with respect to the beneficial ownership
of shares in the Trust for which ALPS maintains the applicable
shareholder information, comply with all applicable laws and
regulations designed to guard against money laundering
activities set out in such program. ALPS confirms that, as soon
as possible, following the request from the Trust, ALPS will
supply the Trust with copies of ALPS' anti-money laundering
policy and procedures, and such other relevant certifications
and representations
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regarding such policy and procedures as the Trust may reasonably
request from time to time.
2. FEES AND EXPENSES
2.1 FEES. For the performance by ALPS pursuant to this Agreement, the Trust
agrees to pay ALPS fees as described in the Amended Combined Fee
Agreement dated August 5, 2002 and incorporated herein by this
reference. Such fees may be changed from time to time subject to mutual
written agreement between the Trust and ALPS.
2.2 INVOICES. The Trust agrees to pay all fees and reimbursable expenses
within thirty days following the receipt of the respective billing
notice.
3. REPRESENTATIONS AND WARRANTIES OF ALPS
ALPS represents and warrants to the Trust that:
3.1 It is a duly registered transfer agent under the Securities and Exchange
Act of 1934.
3.2 It is duly organized and existing as a corporation and in good standing
under the laws of the State of
Colorado.
3.3 It is empowered under applicable laws and by its Charter and By-laws to
enter into and perform this Agreement.
3.4 All requisite corporate proceedings have been taken to authorize it to
enter into and perform this Agreement.
3.5 It has and will continue to have access to the necessary facilities,
equipment and personnel to perform its duties and obligations under this
Agreement in accordance with industry standards.
3.6 It will provide the Trust with all information necessary to complete its
filing requirements in a timely fashion.
4. REPRESENTATIONS AND WARRANTIES OF THE TRUST
The Trust represents and warrants to ALPS that:
4.1 It is an open-end investment company duly organized and existing under
the laws of the state of Maryland.
4.2 It is empowered under applicable laws and by its Articles of
Incorporation and By-laws to enter into and perform this Agreement.
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4.3 The Board of Directors has duly authorized it to enter into and perform
this Agreement.
5. WIRE TRANSFER OPERATING GUIDELINES/ARTICLES 4A OF THE UNIFORM COMMERCIAL
CODE
5.1 ALPS and the Trust agree upon the security procedures for fund's
transfer and account maintenance that are listed in Appendices B and C
attached hereto and incorporated herein by this reference (the "Security
Procedures"). Upon the receipt of a payment order in compliance with
such Security Procedures, ALPS is authorized to promptly debit the
appropriate account(s) chosen for funds transfer and in the amount of
money that ALPS has been instructed to transfer. ALPS shall execute
payment orders in compliance with the Security Procedures and with the
Trust's instructions on the date received, provided that such payment
order is received by the customary deadline for processing such a
request, which is 4:00 p.m. Eastern time subject to the terms of the
current prospectus, unless the payment order specifies a later time. All
payment orders and communications received after the customary deadline
will be deemed to have been received the next business day.
5.2 ALPS shall process all payment orders to the account number indicated in
the payment order. In the event of a discrepancy between any name
indicated on the payment order and the account number, the account
number shall take precedence and govern.
5.3 ALPS reserves the right to decline to process or delay the processing of
a payment order (a) which is in excess of the collected balance in the
account to be charged at the time of ALPS' receipt of such payment
order; or (b) if ALPS, in good faith, is unable to determine that the
transaction has been properly authorized.
5.4 ALPS shall use reasonable efforts to act on all authorized requests to
cancel or amend payment orders after the customary deadline received in
compliance with the Security Procedures, provided that such requests are
received in a timely manner affording ALPS reasonable opportunity to
act. However, ALPS assumes no liability if the request for amendment or
cancellation cannot be satisfied, as long as ALPS has acted reasonably.
5.5 ALPS shall not be liable for failure to detect any erroneous payment
order, provided that ALPS complies with the Security Procedures and with
the payment order instructions as received.
5.6 When the Trust initiates or receives Automated Clearing House ("ACH")
credit and debit entries pursuant to the guidelines and the rules of the
National Automated Clearing House Association and the New England
Clearing House Association, ALPS or its bank will act as an Originating
Depository Financial Institution and/or receiving depository Financial
Institution, as the case may be, with respect to such entries. Credits
given by ALPS with respect to an ACH credit entry are provisional until
ALPS receives final settlement for such entry from the Federal Reserve
Bank. If ALPS does not receive such final settlement, the Trust agrees
that ALPS shall receive a refund of the amount credited to the
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Trust in connection with such entry, and the party making payment to the
Trust via such entry shall not be deemed to have paid the amount of the
entry.
5.7 Confirmation of ALPS' execution of payment orders shall ordinarily be
provided within twenty-four (24) hours, but no later than forty-eight
(48) hours, notice of which may be delivered electronically, or by
facsimile or call-back. Call-back confirmations will be followed with a
written confirmation. Confirmation will be delivered to the Shareholders
in accordance with applicable regulations and the prospectus.
6. INDEMNIFICATION
6.1 ALPS shall not be responsible for, and the Trust shall indemnify and
hold ALPS harmless from and against, any and all losses, damages, costs,
charges, counsel fees, payments, expenses and liability arising out of
or attributable to:
(a) All actions of ALPS or its agent or subcontractors required to
be taken pursuant to this Agreement, provided that such actions
are taken in good faith and without negligence or willful
misconduct;
(b) the Trust's lack of good faith, negligence or willful misconduct
which arise out of the breach of any representation or warranty
of the Trust hereunder;
(c) The good faith reliance upon, and any subsequent use of or
action taken or omitted, by ALPS, its agents or subcontractors,
on: (i) any information, records, documents, data, stock
certificates or services, which are received by ALPS or its
agents or subcontractors by machine readable input, facsimile,
electronic instructions or other similar means authorized by the
Trust, and which have been prepared, maintained or performed by
the Trust or any other person or firm on behalf of the Trust
including but not limited to any previous transfer agent or
registrar; (ii) any written instructions or requests of the
Trust or any of its officers; (iii) any written instructions or
opinions of the Trust's legal counsel with respect to any matter
arising in connection with the services to be performed by ALPS
under this Agreement which are provided to ALPS after
consultation with such legal counsel; or (iv) any paper or
document reasonably believed to be genuine, authentic, or signed
by the proper person or persons;
(d) The offer or sale of Shares in violation of federal securities
laws or regulations requiring that such Shares be registered or
in violation of any stop order or other determination or ruling
by any federal agency with respect to the offer or sale of such
Shares.
This indemnification shall not extend to any losses, damages, costs,
charges, expenses or legal fees arising out of or related to the breach
of any representation, warranty or obligation of ALPS under any other
agreement between ALPS and the Trust.
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6.2 In any case in which the Trust may be asked to indemnify or hold the
Transfer Agent harmless, the Trust shall be advised of all pertinent
facts concerning the situation in question. The Transfer Agent will
notify the Trust promptly after identifying any situation which presents
a claim for indemnification against the Trust although the failure to do
so shall not prevent recovery by the Transfer Agent except as to the
extent the Trust has been prejudiced thereby. The Trust shall have the
option to defend the Transfer Agent against any claim which may be the
subject of this indemnification, and, in the event that the Trust so
elects, such defense shall be conducted by counsel chosen by the Trust
and reasonably satisfactory to the Transfer Agent, and thereupon the
Trust shall take over complete defense of the claim and the Transfer
Agent shall sustain no further legal or other expenses in respect of
such claim. The Transfer Agent will not confess any claim or make any
compromise in any case in which the Trust will be asked to provide
indemnification, except with the Trust's prior written consent. The
obligations of the parties hereto under this Section shall survive the
termination of this Agreement.
7. STANDARD OF CARE
ALPS shall at all times act in good faith and agrees to use its best
efforts to ensure the accuracy and completeness of all services
performed under this Agreement. At all times, ALPS shall be held to the
standard of care of a reasonable transfer agent in the mutual fund
industry and shall be liable for any errors caused by the negligence,
willful misconduct or bad faith of its employees.
8. CONFIDENTIALITY
8.1 ALPS agrees on behalf of itself and its officers, directors, employees
and agents, to treat confidentially and as proprietary information of
the Trust's records and other information relative to the Trust's
shareholders and not to use such records and information for any purpose
other than performance of its responsibilities and duties hereunder,
except after prior notification to and approval in writing by the Trust,
which approval may not be withheld where ALPS may be exposed to civil,
regulatory or criminal proceedings for failure to comply, or when
requested to divulge such information by duly constituted authorities.
9. COVENANTS OF THE TRUST AND ALPS
9.1 ALPS hereby agrees to establish and maintain facilities and procedures
reasonably acceptable to the Trust for safekeeping of check forms and
facsimile signature imprinting devices, if any; and for the preparation
or use, and for keeping account of, such certificates, forms and
devices.
9.2 ALPS shall keep records relating to the services to be performed
hereunder, in the form and manner as it may deem advisable to maintain
compliance with applicable laws, rules and regulations. To the extent
required by Section 31 of the Investment Company Act of 1940, as
amended, and the Rules thereunder, ALPS agrees that all such records
prepared
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or maintained by ALPS relating to the services to be performed by ALPS
hereunder are the property of the Trust and will be preserved,
maintained and made available in accordance with such Section and Rules,
and will be surrendered promptly to the Trust on and in accordance with
its request. Additionally, ALPS will make reasonably available to the
Trust and its authorized representatives records maintained by ALPS
pursuant to this Agreement for reasonable inspection, use and audit, and
will take all reasonable action to assist the Trust's independent
accountants, rendering their opinion.
9.3 In case of any request or demands for the inspection of the shareholder
records of the Trust, ALPS will endeavor to notify the Trust and to
secure instructions from an authorized officer of the Trust as to such
inspection.
10. DURATION AND TERMINATION OF THIS AGREEMENT. This Agreement shall become
effective as of August 5, 2002 and, unless sooner terminated as provided
herein, shall continue until August 4, 2004 (the "Initial Term"). During
the Initial Term, this Agreement may be terminated, without penalty,
solely by agreement of the parties on not less than sixty days written
notice by the Trust. After the Initial Term, this Agreement may be
terminated without cause and without penalty by the Trust or by ALPS, on
not less than ninety days written notice to the other party. The Trust
may immediately terminate this Agreement for cause as defined below.
Termination for "cause" shall mean:
(i) breach by ALPS of its duty of care under Section 7 which is
not cured within 10 days after written notice of such breach is
delivered to ALPS.
(ii) regulatory, administrative, or judicial proceedings against
ALPS which result in a determination that it has violated any rule,
regulation, order, or law and which in the reasonable judgment of the
Directors, including a majority of the Directors who are not interested
persons (as defined in the 0000 Xxx) of any party to this Agreement,
which substantially impairs the performances of ALPS' obligations and
duties hereunder;
(iii) financial difficulties on the part of ALPS which are
evidenced by the authorization or commencement of, or involvement by way
of pleading, answer, consent, or acquiescence in, a voluntary or
involuntary case under Title 11 of the United Stated Code, as from time
to time in effect, or any applicable law other than said Title 11, of
any jurisdiction relating to the liquidation or reorganization of
debtors or to the modification or alteration of the rights of creditors.
(iv) if any of the representations or warranties contained in
Section 3 shall no longer be true and accurate.
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11. ASSIGNMENT AND THIRD PARTY BENEFICIARIES
11.1 Neither this Agreement nor any rights or obligations hereunder may be
assigned by either party without the written consent of the other party.
Any attempt to assign this Agreement in violation of this Section shall
be void. Unless specifically stated to the contrary in any written
consent to an assignment, no assignment will release or discharge the
assignor from any duty or responsibility under this Agreement.
11.2 Except as explicitly stated elsewhere in this Agreement, nothing under
this Agreement shall be construed to give any rights or benefits in this
Agreement to anyone other than ALPS and the Trust, and the duties and
responsibilities undertaken pursuant to this Agreement shall be for the
sole and exclusive benefit of ALPS and the Trust. This Agreement shall
inure to the benefit of and be binding upon the parties and their
respective permitted successors and assigns.
11.3 This Agreement does not constitute an agreement for a partnership or
joint venture between ALPS and the Trust. Neither party shall make any
commitments with third parties that are binding on the other party
without the other party's prior written consent.
12. MISCELLANEOUS
12.1 AMENDMENT. This Agreement may be amended or modified by a written
agreement executed by both parties.
12.2
COLORADO LAW TO APPLY. This Agreement shall be construed and the
provisions thereof interpreted under and in accordance with the laws of
the State of
Colorado.
12.3 FORCE MAJEURE. In the event either party is unable to perform its
obligations under the terms of this Agreement because of acts of God,
strikes, equipment or transmission failure or damage reasonably beyond
its control, or other causes reasonably beyond its control, such party
shall not be liable for damages to the other for any damages resulting
from such failure to perform or otherwise from such causes.
12.4 SURVIVAL. All provisions regarding indemnification, warranty, liability,
and limits thereon, and confidentiality and/or protections of
proprietary rights and trade secrets shall survive the termination of
this Agreement.
12.5 SEVERABILITY. If any provision or provisions of this Agreement shall be
held invalid, unlawful, or unenforceable, the validity, legality, and
enforceability of the remaining provisions shall not in any way be
affected or impaired.
12.6 PRIORITIES CLAUSE. In the event of any conflict, discrepancy or
ambiguity between the terms and conditions contained in this Agreement
and any Schedules hereto, the terms of the Agreement shall take
precedence. However, any written amendment to the
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Agreement shall incorporate the Agreement and shall take precedence over
any existing term in the Agreement, to the extent applicable.
12.7 AUDIT OF RECORDS. ALPS will permit the Trust or its authorized agents to
visit, inspect, duplicate, examine, audit and verify (collectively
"audit") the Records belonging to or in the possession or control of
ALPS. Such audit will be completed at ALPS' office or elsewhere during
regular business hours, and with at least seventy-two (72) hours prior
notice to ALPS. The Records to which the Trust will have access are
those which are required by law to be maintained pursuant to the
provision of the Services which ALPS provides to the shareholders. The
Trust may make copies and make extracts from such records, provided that
such audit shall not unreasonably interfere with ALPS' normal course of
business.
12.8 WAIVER. No waiver by either party or any breach or default of any of the
covenants or conditions herein contained and performed by the other
party shall be construed as a waiver of any succeeding breach of the
same or of any other covenant or condition.
12.9 MERGER OF AGREEMENT. This Agreement constitutes the entire agreement
between the parties hereto and supersedes any prior agreement with
respect to the subject matter hereof whether oral or written.
12.10 COUNTERPARTS. This Agreement may be executed by the parties hereto on
any number of counterparts, and all of said counterparts taken together
shall be deemed to constitute one and the same instrument.
12.11 REPRODUCTION OF DOCUMENTS. This Agreement and all schedules, exhibits,
appendices, attachments and amendments hereto may be reproduced by any
photographic, photostatic, microfilm, micro-card, miniature photographic
or other similar process. The parties hereto each agree that any such
reproduction shall be admissible in evidence as the original itself in
any judicial or administrative proceeding, whether or not the original
is in existence and whether or not such reproduction was made by a party
in the regular course of business, and that any enlargement, facsimile
or further reproduction shall likewise be admissible in evidence.
12.12 NOTICES. All notices and other communications as required or permitted
hereunder shall be in writing and sent by first class mail, postage
prepaid, addressed as follows or to such other address or addresses of
which the respective party shall have notified the other.
(a) If to the Trust, to:
Xxxxx Park Series Trust
0000 Xxxxxx Xxx Xxxxxxx, Xxxxx 000
Xxxxxxx, XX 00000
Attn: Xxxxxxxx Xxxxxx
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With a copy to:
McDonald, Hopkins, Xxxxx & Xxxxx Co., L.P.A.
2100 Bank One Center
000 Xxxxxxxx Xxxxxx, Xxxx
Xxxxxxxxx, XX 00000-0000
Attn: Xxxxxxx X. Xxxxxx
(b) If to ALPS, to:
ALPS Mutual Funds Services, Inc.
000 00xx Xxxxxx, Xxxxx 0000
Xxxxxx, XX 00000-0000
Attn: General Counsel
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
in their names and on their behalf by and through their duly authorized
officers, as of the day and year first above written.
ALPS MUTUAL FUNDS SERVICES, INC.
By:
-----------------------------------
Name: Xxxxxx X. May
Title: Senior Vice President
XXXXX PARK SERIES TRUST
By:
-----------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: Trustee
THE AMERISTOCK CORPORATION
By:
-----------------------------------
Name: Xxxxxxxx X. Xxxxxx
Title: President
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APPENDIX A
ALPS MUTUAL FUNDS SERVICES, INC.
TRANSFER AGENT SERVICE RESPONSIBILITIES*
SERVICE PERFORMED
1. Receives orders for the purchase of Shares.
2. Issue Shares and hold Shares in Shareholders accounts.
3. Receive redemption requests.
4. Pay monies to redeeming Shareholders.
5. Effect transfers of Shares.
6. Prepare and transmit dividends and distributions.
7. Reporting of abandoned property.
8. Maintain records of account.
9. Maintain and keep a current and accurate control book for each issue of
securities.
10. Mail proxies.
11. Mail Shareholder reports.
12. Mail prospectuses to current Shareholders.
13. Withhold taxes on U.S. resident and non-resident alien accounts.
14. Prepare and file U.S. Treasury Department forms.
15. Prepare and mail account and confirmation statements for Shareholders.
16. Provide Shareholder account information.
17. Blue sky reporting.
*Such services are more fully described in Sections 1.1 and 1.2 of the
Agreement.
00
XXXXXXXX X
SECURITY PROCEDURES
FOR FUNDS TRANSFER
TELEPHONE VERIFICATION PROCEDURES:
ALPS will require verification of all of the following by the caller
/ / Social Security number or Tax ID number
/ / Account Registration / Legal Name of Account
/ / Mailing Address of Record
Transfer instructions may be accepted by the following methods for the
transactions as they are detailed below.
FUNDS TRANSFER PROCEDURES PHONE* FAX MAIL
-------------------------------------------------------------------------------------------------------------------------------
NO
SIGNATURE SIGNATURE
GUARANTEE GUARANTEE
REQUIRED REQUIRED
-------------------------------------------------------------------------------------------------------------------------------
REDEMPTIONS
Wire to bank instructions on record /X/ /X/ /X/
Wire to new bank instructions (not on record) /X/
ACH to bank instructions on record /X/ /X/ /X/
ACH to new bank instructions (not on record)** /X/
Send by check to owner and address of record /X/ /X/ /X/
Send by check to different owner and address (not
on record) /X/
Exchanges between Funds /X/ /X/ /X/
PURCHASES
Purchase by wire /X/ /X/ /X/
Purchase by check /X/
Purchase by ACH initiated by Shareholder's bank /X/ /X/
Purchase by Transfer Agency initiated ACH
from shareholder bank instructions on record** /X/ /X/ /X/
* Phone option is available for redemptions ONLY if the Telephone Redemption
Privileges have been established on the account.
** Available AFTER 7 day waiting period for ACH Prenote verification by bank.
Please note: Persons authorized to give instructions under the Transfer Agency
Agreement may waive these Security Procedures for special circumstances or
situations.
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APPENDIX C
SECURITY PROCEDURES
FOR ACCOUNT MAINTENANCE
TELEPHONE VERIFICATION PROCEDURES:
ALPS will require verification of all of the following by the caller
/ / Social Security number or Tax ID number
/ / Account Registration / Legal Name of Account
/ / Mailing Address of Record
FAX VERIFICATION PROCEDURES:
ALPS will require that the fax contain an authorized signature for verification.
ACCOUNT MAINTENANCE FUNCTION PHONE FAX MAIL
-------------------------------------------------------------------------------------------------------------------------------
NO
SIGNATURE SIGNATURE
GUARANTEE GUARANTEE
REQUIRED REQUIRED
-------------------------------------------------------------------------------------------------------------------------------
Establish New Account* /X/
Change Address of Record** /X/ /X/
Changing SS# (IRS requires certified W-9) n/a /X/ /X/ n/a
Name Change (Divorce or Marriage) /X/
Re-Registration of Account /X/
Changing Bank Wiring instructions on Record /X/
Changing ACH instructions on Record*** /X/
Establishing Telephone Redemption Privileges /X/
Starting New AIP*** /X/
Canceling AIP /X/ /X/ /X/
Decreasing AIP $ Amount /X/ /X/ /X/
Increasing AIP $ Amount /X/ /X/ /X/
Changing Bank Info for AIP** /X/
Starting New Systematic Withdrawal Plan (SWP) to
Address or Bank instructions on record /X/ /X/
Starting New Systematic Withdrawal Plan (SWP) to
Address not on record*** /X/
Canceling SWP /X/ /X/ /X/
Decreasing or increase SWP $ Amount /X/ /X/ /X/
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ACCOUNT MAINTENANCE FUNCTION PHONE FAX MAIL
-------------------------------------------------------------------------------------------------------------------------------
NO
SIGNATURE SIGNATURE
GUARANTEE GUARANTEE
REQUIRED REQUIRED
-------------------------------------------------------------------------------------------------------------------------------
Changing Bank Info for SWP*** /X/
Changing Dividend Options from cash to reinvest /X/ /X/
Changing Dividend Distribution option from reinvest to
Cash via Check to Address of record /X/ /X/
Changing Dividend Distribution option from reinvest to
Cash via ACH to Bank instructions on record /X/ /X/
Changing Dividend Distribution option from reinvest to
Cash via ACH to Bank instructions not on record*** /X/
Sending Cash Dividends to Secondary Address not on
record /X/
Setting Up Systematic Exchange /X/ /X/
Setting Up Systematic Dividend Exchange /X/ /X/
* Hold on all redemptions until original account application is received..
** Signature Guarantee is required for any redemption by check within 15 days
of a change to the Address of Record.
*** Available AFTER 7 day waiting period for ACH Prenote verification by bank.
Please note: Persons authorized to give instructions under the Transfer Agency
Agreement may waive these security procedures for special circumstances or
situation
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