Exhibit (d)(9)
[LETTERHEAD OF CORPORATE INVESTOR COMMUNICATIONS, INC.]
November 4, 1997
Prospect Street High Income Portfolio, Inc.
00 Xxxxx Xxxxxx, Xxxxx 0000
Xxxxxx, Xxxxxxxxxxxxx 00000
Attn: Xx. Xxxxx Xxxxxx
Secretary
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 13,000 sets of
offering documents and the duration of the offer will be $8,000. Our fees for
contacting NOBOs and registered holders, if requested, will include a unit fee
of $2.75 per holder contacted, a $300 set-up fee and out-of-pocket expenses
related to telephone number lookups. 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 $4,000 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 such loss, claim or expense is 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: SIGNED: /s/ Xxxxxxxx Xxxxxxx
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NAME: NAME: Xxxxxxxx Xxxxxxx
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TITLE: TITLE: Vice President, Corporate
Services Group
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DATE: DATE: November 4, 1997
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PROXY SOLICITATION o MARKET SURVEILLANCE o INFORMATION AGENT o
SHAREHOLDER COMMUNICATIONS
