Exhibit 13.4
ORGANIZATIONAL EXPENSES AGREEMENT
CFS INVESTMENT TRUST, a Massachusetts business trust (the "Trust"),
and CALAMOS ASSET MANAGEMENT, INC., an Illinois corporation ("CAM"), in
consideration for the engagement by CAM as the investment advisor for the series
of the Trust designated Calamos Strategic Income Fund and Calamos Growth Fund
pursuant to a separate agreement, agree:
1. Advancement of Expenses. CAM shall pay all of the organizational
expenses of the Calamos Strategic Income Fund and Calamos Growth Fund series of
the Trust, including but not limited to initial franchise taxes, registration
fees and fees for services rendered prior to commencement of the initial public
offering of shares of each such series, subject to the right to be reimbursed
pursuant to paragraph 2.
2. Reimbursement and Amortization of Expenses. As to each Fund, the
Trust shall amortize the organizational expenses on a straight line basis from
the time the Fund's total assets first reach $2.5 million until five years from
the commencement of the initial public offering of each Fund, and the Trust
shall reimburse CAM during the period of such amortization by paying to CAM on
the last business day of each month an amount equal to the organizational
expenses amortized by the Trust during that month.
3. Limitation on Reimbursement. If the total assets of a Fund never
reach $2.5 million within five years after commencement of the initial public
offering of shares of the Fund, the Trust shall have no obligation to repay any
organizational expenses advanced by CAM. If a Fund should be liquidated during
such five-year period prior to the complete amortization of all organizational
expenses, the Fund shall have no duty to reimburse CAM for organizational
expenses unamortized as of the time of liquidation.
4. Obligation of the Trust. This agreement is executed by an officer of
the Trust on behalf of the Trust and not individually, and the obligations of
this agreement are binding only upon the assets and property of the series of
the Trust designated Calamos Growth Fund and not upon the trustees, officers or
shareholders of the Trust individually. The Declaration of Trust under which the
Trust was organized and operates is on file with the Secretary of the
Commonwealth of Massachusetts.
Dated: _____________, 1990
CFS INVESTMENT TRUST
By:
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President
CALAMOS ASSET MANAGEMENT, INC.
By:
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President