ACCOUNTING SERVICES AGREEMENT
This Agreement, dated as of the 1st day of August, 1995 made by and
between IAA Trust Asset Allocation Fund, Inc. (the "Asset Allocation Fund"), a
corporation duly organized and existing under the laws of the State of Maryland
and operating as an open-end management investment company registered under the
Investment Company Act of 1940, as amended, and Fund/Plan Services, Inc.
("Fund/Plan"), a corporation duly organized and existing under the laws of the
State of Delaware (collectively, the "Parties").
WITNESSETH THAT:
WHEREAS, the Asset Allocation Fund desires to appoint Fund/Plan as
Accounting Services Agent to maintain and keep current the books, accounts,
records, journals or other records of original entry relating to the business of
the Asset Allocation Fund (the "Accounts and Records") and to perform certain
other functions in connection with such Accounts and Records; and
WHEREAS, Fund/Plan is willing to serve in such capacity and perform such
functions upon the terms and conditions set forth below; and
WHEREAS, the Asset Allocation Fund will provide all necessary information
concerning the Fund to Fund/Plan so that Fund/Plan may appropriately execute its
responsibilities hereunder;
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein, and in exchange of good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the Parties hereto,
intending to be legally bound, do hereby agree as follows:
Section 1. For purposes of this Agreement:
Oral Instructions shall mean an authorization, instruction, approval, item
or set of data, or information of any kind transmitted to Fund/Plan in person or
by telephone, telegram, telecopy, or other mechanical or documentary means
lacking an original signature, by a person or persons reasonably identified to
Fund/Plan to be a person or persons authorized by a resolution of the Board of
Directors of the Asset Allocation Fund, to give such Oral Instructions on behalf
of the Asset Allocation Fund.
Written Instructions shall mean an authorization, instruction, approval,
item or set of data or information of any kind transmitted to Fund/Plan in
original writing containing an
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 1 of 11 pages.
original signature or a copy of such document transmitted by telecopy including
transmission of such signature reasonably identified to Fund/Plan to be the
signature of a person authorized by a resolution of the Board of Directors of
the Asset Allocation Fund to give written instructions on behalf of the Asset
Allocation Fund.
The Asset Allocation Fund shall file with Fund/Plan a certified copy of
each resolution of its Board of Directors authorizing execution of Written
Instructions or the transmittal of Oral Instructions as provided above.
Section 2. To the extent Fund/Plan receives the necessary information from
the Asset Allocation Fund or its agents by Written or Oral Instructions,
Fund/Plan shall maintain and keep current the following Accounts and Records
relating to the business of the Asset Allocation Fund in such form as may be
mutually agreed upon between the Asset Allocation Fund and Fund/Plan:
(a) Cash Receipts Journal
(b) Cash Disbursements Journal
(c) Dividends Paid and Payable Schedule
(d) Purchase and Sales Journals - Portfolio Securities
(e) Subscription and Redemption Journals
(f) Security Ledgers - Transaction Report and Tax Lot Holdings Report
(g) Broker Ledger - Commission Report
(h) Daily Expense Accruals
(i) Daily Interest Accruals
(j) Daily Trial Balance
(k) Portfolio Interest Receivable and Income Journal
(l) Portfolio Dividend Receivable and Income Register
(m) Listing of Portfolio Holdings - showing cost, market value
and percentage of portfolio comprised of each security.
(n) Average Daily Net assets provided on monthly basis.
The necessary information to perform the above functions and the
calculation of the net asset value of the Asset Allocation Fund as provided
below, is to be furnished by Written or Oral Instructions to Fund/Plan daily (in
accordance with the time frame identified below) prior to the close of regular
trading on the New York Stock Exchange.
Section 3. Fund/Plan shall perform the ministerial calculations necessary
to calculate the Asset Allocation Fund's net asset value each day that the New
York Stock Exchange is open for business, in accordance with (i) the Fund's
current prospectus and statement of additional information then in effect and
(ii) procedures with respect thereto approved by the Board of Directors of the
Asset Allocation Fund and supplied in writing to Fund/Plan.
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
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Portfolio items for which market quotations are available by Fund/Plan's use of
an automated financial information service (the "Service") shall be based on the
closing prices of such Service except where the Asset Allocation Fund has given
or caused to be given specific Written or Oral Instructions to utilize a
different value subject to the appropriate provisions in the Asset Allocation
Fund's prospectus and statement of additional information then in effect. All of
the portfolio securities shall be given such values as the Asset Allocation Fund
provides by Written or Oral Instructions including all restricted securities and
other securities requiring valuation not readily ascertainable solely by such
Service subject to the appropriate provisions in the Asset Allocation Fund's
prospectus and statement of additional information then in effect. Fund/Plan
shall have no responsibility or liability for the accuracy of prices quoted by
such Service; for the accuracy of the information supplied by the Asset
Allocation Fund; or for any loss, liability, damage, or cost arising out of any
inaccuracy of such data. Fund/Plan shall have no responsibility or duty to
include information or valuations to be provided by the Asset Allocation Fund in
any computation unless and until it is timely supplied to Fund/Plan in usable
form. Fund/Plan shall record corporate action information as received from the
custodian of the Asset Allocation Fund's assets (the "Custodian"), the Service,
or the Asset Allocation Fund. Fund/Plan shall have no duty to gather or record
corporate action information not supplied by these sources.
Fund/Plan will assume no liability for price changes caused by: the
investment advisor(s), custodian of the assets of the Asset Allocation Fund (the
"Custodian") and suppliers of security prices, corporate action and dividend
information, or any party other than Fund/Plan itself.
In the event an error is made by Fund/Plan which creates a price change of
an amount greater than or equal to one half of one percent of the correct net
asset value ("NAV"), consideration must be given to the effect of the price
change as described below.
Notwithstanding the provisions of Section 11, the following provisions
govern Fund/Plan's liability for errors in calculating the NAV of the Asset
Allocation Fund:
If the NAV should have been higher for a date or dates in the past,
the error would have the effect of having given more shares to subscribers
and less money to redeemers to which they were entitled. Conversely, if
the NAV should have been lower, the error would have the effect of having
given less
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
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shares to subscribers and overpaying redeemers.
If the error affects the prior business day's NAV only, and if
Fund/Plan can rerun the prior day's work before shareholder statements and
checks are mailed, the Asset Allocation Fund hereby accepts this manner of
correcting the error.
If the error spans five (5) business days or less, Fund/Plan shall
reprocess shareholder purchases and redemptions where redeeming
shareholders have been underpaid. Fund/Plan shall assume liability to the
Asset Allocation Fund for overpayments to shareholders who have fully
redeemed.
If the error spans more than five (5) business days, Fund/Plan would
bear the liability to the Asset Allocation Fund for, 1) buying in for
excess shares given to shareholders if the NAV should have been higher,
or, 2) funding overpayments to shareholders who have redeemed if the NAV
should have been lower. The cost of any reprocessing required for
shareholders who have been credited with fewer shares than appropriate, or
for redeeming shareholders who are due additional amounts of money will
also be borne by Fund/Plan.
Section 4. For all purposes under this Agreement, Fund/Plan is authorized
to act upon receipt of the first of any Written or Oral Instruction it receives
from the Asset Allocation Fund or its agents on behalf of the Asset Allocation
Fund. In cases where the first instruction is an Oral Instruction that is not in
the form of a document or written record, a confirmatory Written Instruction or
Oral Instruction in the form of a document or written record shall be delivered,
and in cases where Fund/Plan receives an Instruction, whether Written or Oral,
to enter a portfolio transaction on the records, the Asset Allocation Fund shall
cause the broker/dealer to send a written confirmation to the Custodian.
Fund/Plan shall be entitled to rely on the first Instruction received, and for
any act or omission undertaken in compliance therewith shall be free of
liability and fully indemnified and held harmless by the Asset Allocation Fund,
provided however, that in the event a Written or Oral Instruction received by
Fund/Plan is countermanded by a timely received subsequent Written or Oral
Instruction prior to acting upon such countermanded Instruction, Fund/Plan shall
act upon such subsequent Written or Oral Instruction. The sole obligation of
Fund/Plan with respect to any follow-up or
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 4 of 11 pages.
confirmatory Written Instruction, Oral Instruction in documentary or written
form, shall be to make reasonable efforts to detect any such discrepancy between
the original Instruction and such confirmation and to report such discrepancy to
the Asset Allocation Fund. The Asset Allocation Fund shall be responsible, at
the Asset Allocation Fund's expense, for taking any action, including any
reprocessing, necessary to correct any discrepancy or error. To the extent such
action requires Fund/Plan to act, the Asset Allocation Fund shall give Fund/Plan
specific Written Instruction as to the action required.
Section 5. The Asset Allocation Fund shall cause its Custodian to forward
to Fund/Plan a daily statement of cash and portfolio transactions. At the end of
each month, the Asset Allocation Fund shall cause the Custodian to forward to
Fund/Plan a monthly statement of portfolio positions, which will be reconciled
with the Asset Allocation Fund's Accounts and Records maintained by Fund/Plan on
its behalf. Fund/Plan will report any discrepancies to the Custodian, and report
any unreconciled items to the Asset Allocation Fund.
Section 6. Fund/Plan shall promptly supply daily and periodic reports to
the Asset Allocation Fund as requested by the Asset Allocation Fund and agreed
upon by Fund/Plan.
Section 7. The Asset Allocation Fund shall provide and shall require each
of its agents (including the Custodian) to provide Fund/Plan as of the close of
each business day, or on such other schedule as the Asset Allocation Fund
determines is necessary, with Written or Oral Instructions (to be delivered to
Fund/Plan by 11:00 a.m., Eastern time, the next following business day)
containing all data and information necessary for Fund/Plan to maintain the
Asset Allocation Fund's Accounts and Records and Fund/Plan may conclusively
assume that the information it receives by Written or Oral Instructions is
complete and accurate. Fund/Plan, as Transfer Agent, accepts responsibility for
providing reports to the Fund/Plan Accounting Unit of share purchases,
redemptions, and total shares outstanding, on the next business day after each
net asset valuation.
Section 8. The Accounts and Records, in the agreed-upon format, maintained
by Fund/Plan shall be the property of the Asset Allocation Fund and shall be
made available to the Asset Allocation Fund promptly upon request and shall be
maintained for the periods prescribed in Rules 31a-1 and 31a-2 under the
Investment Company Act of 1940, as amended. Fund/Plan shall assist the Fund's
independent auditors, or upon approval of the Fund, or upon demand, any
regulatory body, in any requested review of the Fund's Accounts and Records
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
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but shall be reimbursed for all reasonable expenses (expenses generally such as
shipping, photocopying, faxing, special reports, etc.) and reasonable employee
time for complying with extra services, (currently a rate of $50.00 per hour)
invested in any such review of the Fund's Accounts and Records outside of
routine and normal periodic review and audits. Upon receipt from the Asset
Allocation Fund of the necessary information, Fund/Plan shall supply the
necessary data for the Asset Allocation Fund or an independent auditor's
completion of any necessary tax returns, questionnaires, periodic reports to
Shareholders and such other reports and information requests as the Asset
Allocation Fund and Fund/Plan shall agree upon from time to time.
Section 9. In case of any request or demand for the inspection of the
records of the Asset Allocation Fund, Fund/Plan shall endeavor to notify the
Asset Allocation Fund and to secure instructions as to permitting or refusing
such inspection. Fund/Plan may however, exhibit such records to any person in
any case where it is advised by its counsel that it may be held liable for
failure to do so after notice to the Asset Allocation Fund.
Section 10. Fund/Plan and the Asset Allocation Fund may from time to time
adopt such procedures as agreed upon in writing, and Fund/Plan may conclusively
assume that any procedure approved by the Asset Allocation Fund or directed by
the Asset Allocation Fund, does not conflict with or violate any requirements of
the Asset Allocation Fund's Prospectus, Articles of Incorporation, By-Laws, or
any rule or regulation of any regulatory body or governmental agency. The Asset
Allocation Fund shall be responsible for notifying Fund/Plan of any changes in
regulations or rules which might necessitate changes in Fund/Plan's procedures,
and for working out with Fund/Plan such changes.
Section 11.
(a) Fund/Plan, its directors, officers, employees, shareholders, and
agents shall not be liable for any error of judgment or mistake of law or for
any loss suffered by the Asset Allocation Fund in connection with the
performance of this Agreement, except losses resulting from willful misfeasance,
bad faith or negligence on the part of Fund/Plan in the performance of its
obligations and duties under this Agreement.
(b) Any person, even though also a director, officer, employee,
shareholder or agent of Fund/Plan, who may be or become an officer, trustee,
employee or agent of the Asset Allocation Fund shall be deemed, when rendering
services to the Asset Allocation Fund or
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 6 of 11 pages.
acting on any business of the Asset Allocation Fund (other than services or
business in connection with Fund/Plan's duties hereunder), to be rendering such
services to or acting solely for the Asset Allocation Fund, and not as a
director, officer, employee, shareholder or agent of, or one under the control
or direction of Fund/Plan even though receiving a salary from Fund/Plan.
(c) Notwithstanding any other provision of this Agreement, the Asset
Allocation Fund shall indemnify and hold harmless Fund/Plan, its directors,
officers, employees, shareholders and agents from and against any and all
claims, demands, expenses and liabilities (whether with or without basis in fact
or law) of any and every nature which Fund/Plan may sustain or incur or which
may be asserted against Fund/Plan by any person by reason of, or as a result of:
(i) any action taken or omitted to be taken by Fund/Plan
except matters resulting from willful misfeasance, bad faith, negligence or
reckless disregard on the part of Fund/Plan in the performance of its
obligations and duties under this Agreement; or
(ii) in reliance upon any certificate, instrument, order or
stock certificate or other document reasonably believed by it to be genuine and
to be signed, countersigned or executed by any duly authorized person, upon the
Oral Instructions or Written Instructions of an authorized person of the Asset
Allocation Fund or upon the written opinion of legal counsel for the Asset
Allocation Fund or Fund/Plan; or
(iii) any action taken or omitted to be taken in good faith by
Fund/Plan in connection with its appointment, in reliance upon any law, act,
regulation or interpretation of the same even though the same may thereafter
have been altered, changed, amended, or repealed. Indemnification under this
subparagraph shall not apply, however, to actions or omissions of Fund/Plan or
its directors, officers, employees, shareholders, or agents in cases of its or
their own negligence, willful misconduct, bad faith, or reckless disregard of
its or their own duties hereunder.
(d) Fund/Plan shall give written notice to the Asset Allocation Fund
within ten (10) business days of receipt by Fund/Plan of a written assertion or
claim of any threatened or pending legal proceeding which may be subject to this
indemnification. The failure to so notify the Asset Allocation Fund of such
written assertion or claim shall not, however, operate
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 7 of 11 pages.
in any manner whatsoever to relieve the Asset Allocation Fund of any liability
arising from this Section or otherwise, except to the extent failure to give
notice prejudices the Asset Allocation Fund.
(e) For any legal proceeding giving rise to this indemnification,
the Asset Allocation Fund shall be entitled to defend or prosecute any claim in
the name of Fund/Plan at its own expense and through counsel of its own choosing
if it gives written notice to Fund/Plan within ten (10) business days of
receiving notice of such claim. Notwithstanding the foregoing, Fund/Plan may
participate in the litigation at its own expense through counsel of its own
choosing. If the Asset Allocation Fund chooses to defend or prosecute such
claim, then the Parties shall cooperate in the defense or prosecution thereof
and shall furnish such records and other information as are reasonably
necessary.
(f) The Fund shall not settle any claim without the Company's
express written consent which shall not be unreasonably withheld. The Company
shall not settle any claim without the Fund's express written consent which
shall not be unreasonably withheld.
Section 12. All financial data provided to, processed by, and
reported by Fund/Plan under this Agreement shall be stated in United States
dollars. Fund/Plan shall have no obligation to convert to, equate, or deal in
foreign currencies or values, and expressly assumes no liability for any
currency conversion or non-U.S. dollar denominated computations relating to the
affairs of the Asset Allocation Fund.
Section 13. The Asset Allocation Fund agrees to pay Fund/Plan compensation
for its services and to reimburse it for expenses, at the rates and amounts as
set forth in Schedule "B" attached hereto, and as shall be set forth in any
amendments to such Schedule "B" approved by the Asset Allocation Fund and
Fund/Plan. The Asset Allocation Fund agrees and understands that Fund/Plan's
compensation be comprised of two components and payable on a monthly basis as
follows:
(i) An asset based fee subject to a stated minimum fee, will
be billed to the Asset Allocation Fund within the first ten (10) calendar days
of the month following the month in which the fee was incurred. The Asset
Allocation Fund agrees to pay this fee to Fund/Plan within ten (10) calendar
days of receipt of such xxxx.
(ii) Reimbursement of any reasonable out-of-pocket expenses
paid by Fund/Plan on behalf of the Asset Allocation Fund, which out-of-pocket
expenses will be billed
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
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to the Asset Allocation Fund within the first ten calendar days of the month
following the month in which such out-of-pocket expenses were incurred. The
Asset Allocation Fund agrees to reimburse Fund/Plan for such expenses within ten
calendar days of receipt of such xxxx.
For the purpose of determining fees payable to Fund/Plan, the value of the
Asset Allocation Fund's net assets shall be computed at the times and in the
manner specified in the Asset Allocation Fund's Prospectus and Statement of
Additional Information then in effect.
During the term of this Agreement, should the Asset Allocation Fund seek
services or functions in addition to those outlined above or in Schedule "A"
attached, a written amendment to this Agreement specifying the additional
services and corresponding compensation shall be executed by both Fund/Plan and
the Asset Allocation Fund.
Section 14. Nothing contained in this Agreement is intended to or shall
require Fund/Plan, in any capacity hereunder, to perform any functions or duties
on any holiday, day of special observance or any other day on which the New York
Stock Exchange is closed. Functions or duties normally scheduled to be performed
on such days shall be performed on, and as of, the next succeeding business day
on which the New York Stock Exchange is open. Notwithstanding the foregoing,
Fund/Plan shall compute the net asset value for the Fund on each day required
pursuant to (i) Rule 22c-1 promulgated under the Investment Company Act of 1940,
as amended, and (ii) the Asset Allocation Fund's Prospectus and Statement of
Additional Information then in effect.
Section 15.
(a) The term of this Agreement shall be for a period of three (3)
years, commencing on the date hereinabove first written ("Effective Date") and
shall continue thereafter on a year to year term subject to termination by
either Party as set forth in (c) below.
(b) The fee schedule set forth in Schedule "B" attached shall be
fixed for three (3) years commencing on the Effective Date of this Agreement and
shall continue thereafter subject to review and adjustment of the fee schedule
and termination notice as set forth in section (c) below.
(c) After the initial term of this Agreement, the Asset Allocation
Fund or Fund/Plan may give written notice to the other of the termination of
this Agreement, such termination to take effect at the time specified in the
notice, which date shall not be less than
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 9 of 11 pages.
one hundred twenty (120) days after the date of receipt of such notice. Upon the
effective termination date, the Asset Allocation Fund shall pay to Fund/Plan
such compensation as may be due as of the date of termination and shall likewise
reimburse Fund/Plan for any out-of-pocket expenses and disbursements reasonably
incurred by Fund/Plan to such date.
(d) If a successor to any of Fund/Plan's duties or responsibilities
under this Agreement is designated by the Asset Allocation Fund by written
notice to Fund/Plan in connection with the termination of this Agreement,
Fund/Plan shall promptly upon such termination and at the expense of the Asset
Allocation Fund, transfer all Required Records and shall cooperate in the
transfer of such duties and responsibilities. Section 16. Except as otherwise
provided in this Agreement, any notice or other communication required by or
permitted to be given in connection with this Agreement shall be in writing, and
shall be delivered in person or sent by first class mail, postage prepaid to the
respective parties as follows:
If to IAA Trust Asset Allocation Fund, Inc. If to Fund/Plan:
------------------------------------------- ----------------
IAA Trust Asset Allocation Fund, Inc. Fund/Plan Services, Inc.
000 XXX Xxxxx 0 Xxxx Xxx Xxxxxx
Xxxxxxxxxxx, XX 00000 Xxxxxxxxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxxxx Attention: Xxxxxxx X. Xxxxx,
Vice President President
Section 17. This Agreement may be amended from time to time by
supplemental agreement executed by the Asset Allocation Fund and Fund/Plan and
the compensation stated in Schedule "B" attached hereto may be adjusted
accordingly as mutually agreed upon.
Section 18. The Asset Allocation Fund represents and warrants to Fund/Plan
that the execution and delivery of this Agreement by the undersigned officers of
the Asset Allocation Fund has been duly and validly authorized by resolution of
the Board of Directors of the Asset Allocation Fund.
Section 19. This Agreement may be executed in two or more counterparts,
each of which when so executed shall be deemed to be an original, but such
counterparts shall together constitute but one and the same instrument.
Section 20. This Agreement shall extend to and shall be binding upon the
parties hereto and their respective successors and assigns; provided, however,
that this Agreement shall not be assignable by the Asset Allocation Fund without
the written consent of Fund/Plan
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 10 of 11 pages.
or by Fund/Plan without the written consent of the Asset Allocation Fund,
authorized or approved by a resolution of its respective Boards of Directors.
Section 21. This Agreement shall be governed by the laws of the
Commonwealth of Pennsylvania and the venue of any action arising under this
Agreement shall be Xxxxxxxxxx County, Commonwealth of Pennsylvania.
Section 22. No provision of this Agreement may be amended or modified, in
any manner except by a written agreement properly authorized and executed by
Fund/Plan and the Asset Allocation Fund.
Section 23. If any part, term or provision of this Agreement is held by
any court to be illegal, in conflict with any law or otherwise invalid, the
remaining portion or portions shall be considered severable and not be affected,
and the rights and obligations of the parties shall be construed and enforced as
if the Agreement did not contain the particular part, term or provision held to
be illegal or invalid.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement
consisting of eleven typewritten pages, together with Schedules "A" and "B", to
be signed by their duly authorized officers as of the day and year first above
written.
IAA Trust Asset Allocation Fund, Inc. Fund/Plan Services, Inc.
____________________________________ ____________________________________
By: Xxxx X. Xxxx, Vice President By: Xxxxxxx X. Xxxxx, President
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Page 11 of 11 pages.
SCHEDULE "A"
FUND ACCOUNTING AND PORTFOLIO VALUATION SERVICES
FOR
THE ASSET ALLOCATION FUND, INC.
Daily Accounting Services
1) Calculate Net Asset Value ("NAV") and Offering Price Per Share:
o Update the daily market value of securities held by the Asset
Allocation Fund using Fund/Plan's standard agents for pricing
domestic equity and bond securities. The standard domestic equity
pricing services are Quotron/Reuters, Inc., Xxxxxx Data Corporation,
or Interactive Data Corporation (IDC). Xxxxxx Data Corporation,
Telerate Systems, Inc and IDC are used for bond and money market
issues.
o Enter limited number (not to exceed ten per day) of manual prices
supplied by the Asset Allocation Fund.
o Prepare NAV proof sheet. Review components of change in NAV for
reasonableness.
o Review variance reporting on-line and in hard copy for price changes
in individual securities using variance levels established by the
Asset Allocation Fund. Verify US dollar security prices exceeding
variance levels by notifying the Asset Allocation Fund and pricing
sources of noted variances.
o Review for ex-dividend items indicated by pricing sources; trace to
general ledger for agreement.
o Communicate required pricing information, NAV, to the Asset
Allocation Fund's transfer agent (the "Transfer Agent") and,
electronically, to NASDAQ.
2) Complete Money Market (Daily Dividend) Fund Requirements: (If applicable)
o Calculate net investment income available for distribution daily.
o Calculate daily rate, and 1, 7, 30-day yields.
o Provide system calculated average weighted maturity.
o Supply Transfer Agent and client with distribution rates.
o Provide money market original and amortized cost schedules in
accordance with valuing the Fund based on amortized cost, inclusive
of all debt issues income accruals.
o Communicate required information electronically to NASDAQ, if
applicable.
3) Determine and Report Cash Availability to Fund by approximately 9:30 AM
Eastern Time:
o Receive daily cash and transaction statements from the Asset
Allocation Fund's custodian by 8:30 AM Eastern time.
o Receive previous day shareholder activity reports from the transfer
agent by 8:30 AM Eastern time.
o Fax hard copy cash availability calculations with all details to the
Asset
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 1
Allocation Fund.
o Supply the Asset Allocation Fund with 5-day cash projection report.
o Prepare and complete daily bank cash reconciliations including
documentation of any reconciling items and notify the Custodian and
the Asset Allocation Fund.
o For Money Market Funds, the Fund's transfer agent will also support
the client in receipt of timely cash information.
4) Reconcile and Record All Daily Expense Accruals:
o Accrue expenses based on budget supplied by the Asset Allocation
Fund either as percentage of net assets or specific dollar amounts.
o If applicable, monitor expense limitations established by the Asset
Allocation Fund.
o If applicable, accrue daily amortization of Organizational expense.
o If applicable, complete daily accrual of 12b-1 expenses.
5) Verify and Record All Daily Income Accruals for Debt Issues:
o Review and verify all system generated Interest and Amortization
reports.
o Establish unique security codes for bond issues to permit segregated
Trial Balance income reporting.
6) Monitor Domestic Securities Held for cash dividends, corporate actions and
capital changes such as splits, mergers, spinoffs, etc. and process
appropriately:
o Monitor electronically received information from Xxxxxx Data
Corporation for all domestic securities.
o Review current daily security trades for dividend activity.
o Interface with custodian to monitor timely collection and postings
of corporate actions, dividends and interest.
7) Enter All Security Trades on Investment Accounting System (IAS) based on
written instructions from the Asset Allocation Fund.
o Review system verification of trade and interest calculations.
o Verify settlement through the statements supplied by the custodian.
o Maintain security ledger transaction reporting.
o Maintain tax lot holdings.
o Provide complete broker commission reporting.
o Determine realized gains or losses on security trades.
8) Enter All Fund Share Transactions on IAS:
o Process activity identified on reports supplied by the Fund/Plan
transfer agent.
o Verify settlement through the statements supplied by the Custodian.
o Reconcile to Fund/Plan's transfer agent report balances.
9) Prepare and Reconcile/Prove Accuracy of the Daily Trial Balance (listing
all asset, liability, equity, income and expense accounts):
o Post manual entries to the general ledger.
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 2
o Post custodian bank activity.
o Post shareholder and security transactions.
o Post and verify system generated activity, i.e., income and expense
accruals.
o Prepare general ledger net cash proof used in NAV calculation.
10) Review and Reconcile With Custodian Statements:
o Verify all posted interest, dividends, expenses, and shareholder and
security payments/receipts, etc. (Discrepancies will be reported to
and resolved by the custodian.)
o Post all cash settlement activity to the Trial Balance.
o Reconcile to ending cash balance accounts.
o Clear IAS subsidiary reports with settled amounts.
o Track status of past due items and failed trades handled by the
custodian.
11) Submission of Daily Accounting Reports to the Asset Allocation Fund:
(Additional reports readily available.)
o Non-Money Market Fund
- Trial Balance.
- Portfolio Valuation (listing inclusive of holdings, costs, market
values, unrealized appreciation/depreciation and percentage of
portfolio comprised of each security).
- Cash Availability and 5-day Cash Projection Report
- NAV calculation report.
Monthly Accounting Services
1) Full Financial Statement Preparation (automated Statements of Assets and
Liabilities, of Operations and of Changes in Net Assets) and submission to
the Asset Allocation Fund by 10th business day.
2) Submission of Monthly Automated IAS Reports to the Asset Allocation Fund:
o Security Purchase/Sales Journal
o Interest and Maturity Report
o Brokers Ledger (Commission Report)
o Security Ledger Transaction Report with Realized Gains/Losses
o Security Ledger Tax Lot Holdings Report
o Additional reports available upon request
3) Reconcile Accounting Asset Listing to Custodian Asset Listing:
o Report any security balance discrepancies to the custodian/the Asset
Allocation Fund.
4) Provide Monthly Analysis and Reconciliation of Additional Trial Balance
Accounts, such as:
o Security cost and realized gains/losses
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Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 3
o Interest/dividend receivable and income
o Payable/receivable for securities purchased and sold
o Payable/receivable for fund shares; issued and redeemed
o Expense payments and accruals analysis
5) If Appropriate, Prepare and Submit to the Asset Allocation Fund:
o SEC yield reporting (non-money market funds with domestic and ADR
securities only).
o Income by state reporting.
o Standard Industry Code Valuation Report.
o Alternative Minimum Tax Income segregation schedule.
Annual (and Semi-Annual) Accounting Services
1) Assist and supply auditors with schedules supporting securities and
shareholder transactions, income and expense accruals, etc. during the
year in accordance with standard audit assistance requirements.
2) Provide NSAR Reporting (Accounting Questions):
If applicable, answer the following items:
2, 12B, 20, 21, 22, 23, 28, 30A, 31, 32, 35, 36, 37, 43, 53, 55, 62, 63,
64B, 71, 72, 73, 74, 75, and 76.
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A":Page 4
ACCOUNTING SERVICES UNIT (ASU) BASIC ASSUMPTIONS
FOR THE IAA TRUST ASSET ALLOCATION FUND, INC.
The Accounting Fees as set forth in Schedule "B" are based on the following
assumptions. To the extent these assumptions are inaccurate or
requirements change, fee revisions may be necessary.
Basic Assumptions:
1) The Asset Allocation Fund's asset composition and trading activity levels
will remain comparable to the current portfolio.
2) The Asset Allocation Fund has a tax year-end which coincides with its
fiscal year-end. No additional accounting requirements are necessary to
identify or maintain book-tax differences. ASU will supply segregated
Trial Balance account details to assist the Asset Allocation Fund in
proper identification by category of all appropriate realized and
unrealized gains/losses.
Security tax accounting which differs from book accounting will be
provided by the Asset Allocation Fund or the Fund's independent auditor.
3) The Asset Allocation Fund foresees no difficulty in using Fund/Plan's
standard current pricing agents for domestic equity, bond, and ADR
securities. Fund/Plan currently uses Quotron/Reuters, Inc., Xxxxxx Data
Corporation or Interactive Data Corporation (IDC) for domestic equities
and listed ADR's. Xxxxxx Data Corporation, Telerate Systems, Inc. or IDC
are used for bonds and money market instruments.
4) To the extent the Asset Allocation Fund requires daily security prices
(limited to ten per day) from specific brokers for domestic securities,
these manual prices will be obtained by the Asset Allocation Fund's
investment advisor and faxed to ASU by approximately 4:00 PM Eastern time
for inclusion in the NAV calculations. The Asset Allocation Fund will also
supply ASU with the appropriate pricing contacts for the manual quotes.
5) To the extent the Asset Allocation Fund should ever purchase/hold open-end
registered investment companies (RIC's), procedural discussions shall take
place between ASU and the Advisor to establish the appropriate pricing and
dividend rate sources. Depending on the methodologies selected by the
Asset Allocation Fund, additional fees may apply.
6) ASU will supply daily Portfolio Valuation Reports to the Asset Allocation
Fund's investment adviser or manager identifying current security
positions, original/amortized cost, security market values and changes in
unrealized appreciation/depreciation.
It will be the responsibility of the Fund's investment adviser to review
these reports
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 5
and to promptly notify ASU of any possible problems, trade discrepancies,
incorrect security prices, corporate action/capital change information
that could result in a misstated Fund NAV.
7) The Asset Allocation Fund does not currently expect to invest in Futures,
Swaps, Derivatives or Foreign (non-US dollar denominated) currency or
securities. To the extent these investment strategies should change,
additional fees will apply after the appropriate procedural discussions
have taken place between ASU and the Asset Allocation Fund. (At least two
weeks advance notice is required should the Asset Allocation Fund commence
trading in these investments).
8) The Asset Allocation Fund shall direct the investment advisor to supply
the ASU with critical income information such as accrual methods, interest
payment frequency details, coupon payment dates, floating rate reset dates
and complete security descriptions with issue types and CUSIP numbers. If
applicable, for proper income accrual accounting, ASU will look to the
investment advisor to supply the yield to maturity and related cash flow
models for any mortgage/asset-backed securities held by the Asset
Allocation Fund.
9) The Asset Allocation Fund shall direct the Custodian to provide ASU with
daily custodian statements reflecting all prior day cash activity by 8:30
AM Eastern time. Complete descriptions of any postings, inclusive of CUSIP
numbers, interest/dividend payment dates, capital stock details, expense
authorizations, beginning/ending cash balances, etc. will be provided by
the Custodian's reports or system.
10) The Asset Allocation Fund shall direct the custodian to supply capital
change information and interest rate changes to ASU in a timely manner.
The investment advisor will supplement and supply as appropriate.
11) The Asset Allocation Fund shall direct the Custodian to handle and report
upon all settlement problems, failed trades and resolve unsettled
dividends/interest/paydowns and capital changes. The Custodian will
process all applicable capital change paperwork based upon advice from the
investment advisor. ASU agrees to supply segregated Trial Balance
reporting and supplemental reports to assist in this process.
12) With respect to mortgage/asset-backed securities including GNMA's,
FHLMC's, FNMA's, CMO's, ARM's, the Asset Allocation Fund shall direct the
Custodian (or a Asset Allocation Fund supplied source) to provide ASU with
current principal repayment factors on a timely basis in accordance with
the appropriate securities' schedule. Income accrual adjustments (to the
extent necessary) based upon initial estimates will be completed by ASU
when actual principal/income payments are collected by the Custodian and
reported to ASU.
13) To the extent applicable, ASU will maintain on a daily basis US dollar
denominated qualified covered call options and index options reporting on
the daily Trial Balance and value the respective options and underlying
positions. This Agreement does not
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 6
provide for tax classifications if they are required.
If the Asset Allocation Fund commences investment in domestic options or
designated xxxxxx, at least two week's advance notice is required to
clarify operational procedures between ASU and the investment advisor.
14) To the extent the Asset Allocation Fund, Inc. should establish a Line of
Credit in segregated accounts with the Custodian for temporary
administrative purposes, and/or leveraging/hedging the portfolio, it is
not the responsibility under this Agreement for ASU to complete the
appropriate paperwork/monitoring for segregation of assets and adequacy of
collateral. The Asset Allocation Fund shall direct the investment advisor
to execute such responsibilities. ASU will, however, reflect appropriate
Trial Balance account entries and interest expense accrual charges on the
daily Trial Balance adjusting as necessary at month-end.
15) If the Asset Allocation Fund commences participation in Security Lending,
Leveraging, Precious Metals or Short Sales, at least two week's advance
notice is required. To the extent the Asset Allocation Fund does so in the
future, additional fees will apply.
16) The Asset Allocation Fund shall direct the investment advisor to supply
ASU with portfolio specific expense accrual procedures and monitor the
expense accrual balances for adequacy based on outstanding liabilities
monthly. The investment advisor will promptly communicate to the ASU any
adjustments needed.
17) Specific deadlines shall be met and complete information shall be supplied
by the Asset Allocation Fund in order to minimize any settlement problems,
NAV miscalculations or income accrual adjustments.
The Asset Allocation Fund shall direct the investment advisor to provide
to ASU Trade Authorization Forms, with the appropriate officer's
signature, on all security trades placed by the Asset Allocation Fund no
later than 12:30 PM Eastern time on settlement/value date for money market
issues, assuming that trade date equals settlement date; and by 11:00 AM
Eastern time on trade date plus one for non-money market securities.
Receipt by ASU of trade information within these identified deadlines may
be via telex, fax, or on-line system access. The investment advisor will
also communicate all trade information directly to the Custodian.
There is no assurance that security trade information received by ASU
after the above stated deadlines will be included in that day's work.
The Asset Allocation Fund agrees to direct the investment advisor to
include all information required by ASU, including CUSIP numbers and/or
ticker symbols for all US dollar denominated trades on the Trade
Authorization Form, telex or on-line support. ASU will not be responsible
for NAV changes or distribution rate
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 7
adjustments that result from incomplete trade information.
18) To the extent the Asset Allocation Fund utilizes Purchases In-Kind (U.S.
dollar denominated securities only) as a method for shareholder
subscriptions, ASU will provide the Asset Allocation Fund with procedures
to properly handle and process securities in-kind. Should the Asset
Allocation Fund prefer procedures other than those provided by ASU,
additional fees may apply. (The Parties agree that discussions will take
place in advance between ASU and the Asset Allocation Fund to clarify the
appropriate In-Kind operational procedures to be followed).
19) It is assumed that the investment advisor or Fund/Plan as administrator
will complete the applicable performance and rate of return calculations
as required by the SEC for the Asset Allocation Fund.
20) Compliance reporting (Sub-Chapter "M") will be completed by the Fund/Plan
administrator or investment advisor.
21) Fund/Plan will provide Administration and Transfer Agency Services.
22) The Asset Allocation Fund is not currently expected to issue separate
classes of shares. To the extent they do so, additional fees will be
negotiated.
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "A"; Page 8
SCHEDULE "B"
FUND ACCOUNTING AND PORTFOLIO VALUATION SERVICES FEE SCHEDULE
FOR
IAA TRUST ASSET ALLOCATION FUND, INC.
This Fee Schedule is fixed for a period of three (3) years from the Effective
Date as that term is defined in the Agreement.
The Accounting Fees as set forth below are based on the "Basic Assumptions" as
set forth in Schedule "A." To the extent that those assumptions are inaccurate
or requirements change, fee revisions may be necessary.
FUND ACCOUNTING AND PORTFOLIO VALUATION FEES (US dollar denominated
securities only). All Accounting Services fees are quoted with the assumption
that Transfer Agent Services will be provided by Fund/Plan Services, Inc.
I. Annual Fee Schedule Per Portfolio: (1/12th payable monthly)
$25,000 Minimum to $ 10 Million of Average Net Assets
.0004 On the Next $ 40 Million of Average Net Assets
.0003 On the Next $ 50 Million of Average Net Assets
.0001 Over $100 Million of Average Net Assets
II. Pricing Services Quotation Fee. (Based on individual CUSIP or
security identification number.) Specific costs will be identified
based upon options selected by the client and will be billed
monthly.
A) Xxxxxx Data Corporation* (if applicable)
*(Based on current vendor costs, subject to change)
Government/Mortgage Backed/Corporate
Short & Long Term Quotes $ .50 per Quote per Issue
Tax-Exempt Short & Long Term Quotes $ .55 per Quote per Issue
CMOs/ARMs/ABS $1.00 per Quote per Issue
Foreign Security Quotes $ .50 per Quote per Issue
Foreign Security Supplemental
Corporation Actions, Dividends
& Capital Changes $2.00 per Issue per Month
Mortgage Backed Factors $1.00 per Issue per Month
Minimum Weekly File Transmission is Assumed
There are currently no charges for the domestic dividend
and capital change information transmitted daily to
Fund/Plan services from Xxxxxx Data Corporation.
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "B"; Page 1
B) Futures and Currency Forward Contracts $2.00 per Issue per Day
C) Telerate Systems, Inc.* (if applicable)
*(Based on current vendor costs, subject to change.)
Specific costs will be identified based upon options selected
by the client and will be billed monthly.
D) Quotron/Reuters, Inc.*
*(Based on current vendor costs, subject to change.)
Fund/Plan does not currently pass along the charges for the
domestic security prices supplied by Quotron/Reuters, Inc.
E) Interactive Data Corp.* (if applicable)
*(Based on current vendor costs, subject to change.)
Domestic Equities and Options $ .15 per Quote per Issue
Corporate/Government/Agency Bonds
including Mortgage-Backed
Securities (evaluated,
seasoned, and/or closing) $ .50 per Quote per Issue
US Municipal Bonds and
Collateralized Mortgage
Obligations $ .80 per Quote per Issue
International Equities and Bonds $ .50 per Quote per Issue
Domestic Dividends and
Capitalization Changes $3.50 per Month per Holding
International Dividends and
Capital Changes $4.00 per Month per Holding
Interactive Data also charges monthly
transmission costs and disk storage charges.
Specific costs will be identified based upon options selected by the
Asset Allocation Fund and will be billed monthly.
III. SEC Yield Calculation: (if applicable)
Provide up to 12 reports per year to reflect the yield calculations
for non-money market funds required by the SEC, at no additional
charge. (US dollar denominated securities only).
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "B"; Page 2
IV. Out-Of-Pocket Expenses
The Asset Allocation Fund will reimburse Fund/Plan Services, Inc. monthly
for all out-of-pocket expenses, including telephone, postage,
telecommunications, special reports, record retention, special
transportation costs as approved, and the cost of copying and sending
materials to auditors.
V. Additional Services
To the extent the Asset Allocation Fund commences using investment
techniques such as Futures, Security Lending, Swaps, Short Sales,
Derivatives, Leveraging, Precious Metals or non-US dollar denominated
currency and securities, additional fees will apply, as mutually agreed
upon.
Activities of a non-recurring nature such as shareholder in-kinds, fund
consolidations, mergers, or reorganizations will be subject to
negotiation. To the extent that the Asset Allocation Fund should decide to
issue separate/multiple classes of shares, additional fees shall apply.
Any additional enhanced services, programming requests or reports will be
quoted upon request.
This Schedule may be amended to reflect the addition of other
services/reports.
================================================================================
Accounting Services Agreement between IAA Trust Asset Allocation Fund, Inc.
and Fund/Plan Services, Inc.
Schedule "B"; Page 3
