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Exhibit 9(b)
TRANSFER AND DIVIDEND DISBURSING AGENT AGREEMENT
BETWEEN
NATIONWIDE INVESTING FOUNDATION III
AND
NATIONWIDE INVESTORS SERVICES, INC.
This Transfer and Dividend Disbursing Agent Agreement ("Agreement"),
made this ______ day of __________________, ______, by and between Nationwide
Investing Foundation III, an Ohio business trust, hereinafter called the
("Trust") and Nationwide Investors Services, Inc., an Ohio corporation
hereinafter called the ("Agent").
WITNESSETH:
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WHEREAS, the Trust desires to enter into a Transfer and Dividend
Disbursing Agent Agreement with the Agent under which Agent will provide the
services as set forth in detail in this Agreement and the Agent is desirous of
providing such services upon the terms and conditions hereinafter provided; and
WHEREAS, Trust is an open-end management investment company and is or
will be so registered under the Investment Company Act of 1940, as amended, and
has or will have registered its shares for public offering under the Securities
Act of 1933; and
NOW, THEREFORE, in consideration of the mutual covenants and promises
herein contained, it is agreed as follows:
1. The Agent shall act as Transfer Agent for the Trust and in
this capacity, the Agent shall:
a. maintain the current name and address,
issuance date, and number of shares and
fractional shares owned by all shareholders
of the Trust;
b. deposit and process all investments on a
daily basis;
c. establish new accounts;
d. process and mail redemption checks including
Systematic Withdrawal Plan checks;
e. examine and process all legal changes in
share registrations and transfers of
ownership;
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f. respond to inquiries from investors and
representatives selling shares of the Trust;
g. prepare and mail confirmation statements.
2. The Agent shall act as the Dividend Disbursing Agent and shall:
a. calculate the shareholders' dividends and
capital gains distributions;
b. prepare and mail dividend and capital gains
distribution checks;
c. cause reinvestment of such dividends and
capital gains where required
d. prepare and mail dividend and capital gains
distribution confirmations.
3. The Agent shall also:
a. address and mail semi-annual reports, annual
reports and prospectuses;
b. prepare and mail all necessary reports to
investors, State and Federal authorities,
including Federal Form 1099, 1042, and
1042S;
c. issue replacement checks and maintain a
"Stop Payment" file;
d. solicit taxpayer identification numbers;
e. provide comprehensive accounting controls
and reconciliations of all cash flow.
4. The Agent agrees to act in good faith in furnishing the
services provided for herein and shall at all times maintain a
staff of trained personnel for the purpose of performing its
obligations under the Agreement. The Agent assumes no
responsibility under this Agreement other than to render the
services called for hereunder in good faith. Anything herein
to the contrary notwithstanding, Trust hereby agrees that
while Agent has sole responsibility for performance of its
obligations under this Agreement, any or all duties of Agent
may be performed from time to time by one or more third
parties as Agent, in its discretion, shall select, provided
that Trust shall be notified of all contracts between Agent
and such third party or parties and provided copies thereof
upon request.
5. The Agent agrees that in all matters relating to the services
to be performed by it hereunder, it will use its best efforts
to act in conformity with the terms of the Declaration of
Trust, Bylaws, Code of Ethics, Registration Statements and
current Prospectuses of the Trust. Each of the parties agree
that in all matters relating to the performance of this
Agreement, it will use its best efforts to conform to and
comply
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with the requirements of the Investment Company Act of 1940
and all other applicable Federal, State or other laws and
regulations. Nothing herein contained shall be deemed to
relieve or deprive the Board of Trustees of the Trust of its
responsibility for and control of the conduct of the affairs
of the Trust.
6. The services of the Agent as provided herein are not to be
deemed to be exclusive, and it shall be free to render
services of any kind to any other group, firm, individual or
association, and to engage in other business or activity.
7. This Agreement, including Exhibit A hereto, may be amended at
any time by mutual written consent of the parties.
8. This Agreement may be terminated by either party hereto upon
sixty (60) days written notice given by one to the other,
provided that no such notice of termination given by the Agent
to the Trust shall be effective unless and until a substitute
person or entity has been engaged by the Trust to perform the
services required hereunder for the Trust, or the Trust has
certified to the Agent that other arrangements have been made
by it to provide such services.
9. For its services specified above, the Trust shall pay to the
Agent fees as provided in Exhibit A which is attached hereto
and made a part hereof.
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed
by their respective officers thereunto duly authorized and their respective
corporate seals to be hereunto affixed, as of the day and year first above
written.
NATIONWIDE INVESTING
FOUNDATION III
Attest:
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Xxxxx X. Xxxxxxxx
Secretary Xxxxx X. Xxxxx, Xx.
Treasurer
NATIONWIDE INVESTORS SERVICES, INC.
Attest:
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Xxxxx X. Xxxxxxxx Xxxxxxxxxxx X. Xxxx
Secretary Treasurer
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EXHIBIT A
REVISED SCHEDULE OF FEES
Funds of the Trust
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Nationwide Mid Cap Growth Fund
Nationwide Growth Fund
Nationwide Fund
(the "Nationwide Equity Funds")
Nationwide Bond Fund
Nationwide Tax-Free Income Fund
Nationwide Long-Term U.S. Government Bond Fund
Nationwide Intermediate U.S. Government Bond Fund
(the "Nationwide Fixed Income Funds")
(collectively, the "Nationwide Funds")
Nationwide Money Market Fund
Nationwide S&P 500 Index Fund
Xxxxxx Capital Accumulation Fund
Prestige Large Cap Value Fund
Prestige Large Cap Growth Fund
Prestige Small Cap Fund
Prestige Balanced Fund
Prestige International Fund
(the "Prestige Funds")
For the services specified in the Agreement, the Trust shall pay the Agent the
sum of:
$16.00 per account for Class A, Class B and Class D Shares of the
Nationwide Equity Funds per annum; and Class A and Class B Shares of
the Prestige Funds per annum;
$18.00 per account for Class A, Class B and Class D Shares of the
Nationwide Fixed Income Funds per annum;
$27.00 per account for the Nationwide Money Market Fund;
to be computed monthly, based on the number of accounts as shown on the books of
each class of each Fund at each month-end.
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In addition, for the services specified in the Agreement, the Trust shall pay
the Agent an annual fee, computed daily and payable monthly, of 0.01% of average
daily net assets of the Local Fund Shares of the Nationwide S&P 500 Index Fund,
the Class Y Shares of the Prestige Funds and the Institutional Service Class
shares, Institutional Class shares and Investor Class shares of the Xxxxxx
Capital Accumulation Fund.
The fees listed above becomes are payable on or before the 10th of each
suceeding month.
In addition, the Trust shall pay the Agent reimbursement for the out-of-pocket
expenses, including postage, telephone, forms, supplies and counsel.
Special extraordinary projects shall be performed by the Agent at rates to be
determined and agreed upon by parties, based on time and effort involved.
AGREED TO AND ACCEPTED BY:
NATIONWIDE INVESTING
FOUNDATION III
Dated as of: By:
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Xxxxx X. Xxxxx, Xx., Treasurer
NATIONWIDE INVESTORS
SERVICES, INC.
By:
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Xxxxxxxxxxx X. Xxxx, Treasurer
