Exhibit (d)(9)
[LETTERHEAD OF CORPORATE INVESTOR COMMUNICATIONS, INC.]
December 31, 1996
Prospect Street High Income Portfolio Inc.
00 Xxxxx Xxxxxx
Xxxxx 0000
Xxxxxx, Xxxxxxxxxxxxx 00000
Attn: Xx. Xxxxx Xxxxxx
Vice President
Re: CONTRACT AGREEMENT
Dear Xxxxx:
This agreement will confirm that Corporate Investor Communications, Inc. has
been retained to act as information agent in connection with the upcoming rights
offer to the shareholders of Prospect Street High Income Portfolio Inc. As
information agent, CIC will conduct a broker/nominee inquiry to ascertain the
number of beneficial owners, provide for the distribution of the offering
documents to the reorganization departments of each institution and forward
additional materials as requested. CIC will respond to the volume of shareholder
inquiries regarding the terms of the offer and proper execution of the documents
and will monitor the response rate for the duration of the offer. CIC can, if
requested, pro-actively contact registered shareholders and non-objecting
beneficial owners (NOBOs) to help promote a high level of participation.
Our fee to act as information agent based on a distribution of up to 12,000 sets
of offering documents and the duration of the offer will be $8,000.00 plus $3.00
for each registered and NOBO holder contacted if requested. CIC will be
reimbursed for all reasonable out-of-pocket disbursements including postage,
telephone and courier charges, data transmissions and other expenses approved by
your company. A retainer in the amount of $6,000.00 is required to cover initial
expenses and will be credited to your final service charges.
The company above hereby agrees to indemnify Corporate Investor Communications,
Inc.'s officers and employees against any and all losses, claims and expenses
incurred by CIC in conjunction with the services provided except to the extent
any such loss, claim or expense is the result of the negligence of any CIC
officer or employee. Reimbursement will be made to indemnified persons at the
time they are incurred. The company shall not be responsible for any losses,
claims and expenses incurred by CIC which result from CIC's gross negligence or
willful misconduct.
Please forward an executed agreement to our office and retain the other copy.
PROSPECT STREET HIGH INCOME CORPORATE INVESTOR COMMUNICATIONS,
PORTFOLIO INC. INC.
SIGNED: /s/ Xxxxx X. Xxxxxx SIGNED: /s/ Xxxxxxxxx Xxxxx
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NAME: Xxxxx X. Xxxxxx NAME: Xxxxxxxxx Xxxxx
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TITLE: Vice President TITLE: Vice President,
Administration Group
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DATE: January 22, 1997 DATE: December 31, 1996
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PROXY SOLICITATION o MARKET SURVEILLANCE o INFORMATION AGENT o
SHAREHOLDER COMMUNICATIONS
