U.S. GLOBAL BROKERAGE, INC.
DISTRIBUTOR OF U.S. GLOBAL INVESTORS FUNDS
AND U.S. GLOBAL ACCOLADE FUNDS SHARES
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SELLING GROUP AGREEMENT
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U.S. Global Brokerage, Inc. is the principal underwriter for the shares of
U.S. Global Investors Funds and U.S. Global Accolade Funds (hereinafter the
"Trust" or "Trusts"), Massachusetts business trusts registered as open-end
management investment companies under the Investment Company Act of 1940 (the
"Act"). The Trusts are series funds presently authorized to issue the series of
shares listed on Attachment A. The intent of the Trusts is to issue additional
series, and each of the current and planned series may offer multiple classes of
shares (hereinafter "Fund" or "Funds"). The shares of additional series of the
Trusts may become available for sale in the future, in which event, the terms
and conditions of this Agreement will be fully applicable thereto.
We are pleased to invite you to participate in the distribution of the
shares of the series of the Trusts under the terms and conditions hereinafter
set forth.
1. As principal underwriter, we have the exclusive right to coordinate
distribution of Trust shares. We are not the agent of any dealer or
any other purchaser of shares of the Trusts, and all sales of the
shares of the Trusts made under this Agreement are made by application
to the Trusts. You are not authorized to act as our agent or as agent
of the Trusts for any purpose. Our obligations to you under this
agreement are subject to all of the provisions of the Distribution
Agreements between us and the Trusts.
2. The prices at which Trust shares may be offered by you to your
customers are the public offering prices described in the then-current
prospectus of the several series.
3. All orders are subject to acceptance or rejection by the Trusts at the
San Antonio, Texas office, in their sole discretion, and all orders
which are accepted by the Trusts will be deemed to be accepted at the
office in Texas. Orders accepted will be confirmed at the applicable
public offering price determined in the manner described in the
then-current prospectus of the appropriate Trust series. No
conditional order will be accepted on any basis other than as
specified in the then-current prospectus of the appropriate Trust
series. The procedure for handling orders will be subject to
regulations which we, the Trusts, NSCC or DST, shall issue, from time
to time, to dealers.
3. By accepting this offer, you agree:
(a) that you will offer and sell Trust shares only to those persons
who are eligible to purchase such shares;
(b) that you will offer Trust shares only in those jurisdictions in
which the shares may lawfully be offered for sale, as to which we
may advise you, from time to time;
(c) that you will not purchase any shares from your customers at a
price lower than the appropriate redemption price currently
established by the Trust for its shares. Nothing herein
contained, however, shall prevent you from selling any of such
shares for the account of your customers to the Trust, at the
redemption price currently established with respect to such
shares and, at your option, charging your customers a fee for
handling the transaction;
U.S. Global Brokerage, Inc.
Distributor of U.S. Global Investors Funds and U.S. Global Accolade Funds Shares
Page 2 of 4
(d) that you will sell shares to your customers only at the public
per share offering price then in effect;
(e) that you will not withhold placing with us customers' orders for
shares so as to benefit yourself as a result of such withholding;
(f) that you will use your best efforts to develop and promote sales
of the shares, that you will be responsible for the proper
instruction and training of all sales personnel employed by you
in order that Trust shares will be offered hereunder in
accordance with the terms and conditions of this Agreement and
all applicable laws, rules and regulations, and that you will
indemnify and hold us harmless in the event that you, or any of
your sales representatives, should violate any such law, rule or
regulation, or any provision of this Agreement which may result
in liability to us, including payment of reasonable attorneys'
fees; and
(g) that you will bear all expenses incurred in connection with your
performance of the terms of this Agreement.
4. Payment for shares must be made in accordance with the then-current
prospectus of the appropriate Trust series.
5. We (directly or in conjunction with a Trust or Trusts) reserve the
right, in our discretion, upon reasonable notice, to suspend sales or
withdraw the offering of shares entirely, to change the price, or to
cancel this Agreement.
6. No member of your organization is authorized by us or by the Trust to
give any information or make any representation concerning the shares
of the Trust, except those contained in the then-current statutory
prospectus relating to such shares and reports to shareholders, and in
such other printed material as we shall, from time to time supply.
7. In accordance with the terms of a Rule 12b-1 Distribution Plan that
has been duly adopted by the Board of Trustees and approved by
shareholders with respect to particular Trust series, the Trust,
subject to authorization by the Board of Trustees, may make payments
to brokers engaged in the distribution of Fund shares and who
administer the accounts of shareholders.
8. Your acceptance of this Agreement constitutes your representation to
us that you are a properly registered or licensed broker-dealer under
federal and appropriate state securities laws and regulations, and
that you are a member of the National Association of Securities
Dealers, Inc. Any provision of this Agreement to the contrary
notwithstanding, in the event that you are expelled from the National
Association of Securities Dealers, Inc., this Agreement will terminate
automatically without notice.
9. All communications to us relating to matters covered by this Agreement
should be sent to our Texas office. Notice to you shall be duly given
if mailed or telegraphed to you at the address specified by you below.
U.S. Global Brokerage, Inc.
Distributor of U.S. Global Investors Funds and U.S. Global Accolade Funds Shares
Page 3 of 4
10. This Agreement shall become effective as of the date when it is
executed and dated by you below. This Agreement is terminable by you
or by us, in each case effective upon receipt by the non- terminating
party of notice sent by the terminating party. This Agreement and all
of the rights and obligations of the parties hereunder shall be
governed by and construed in accordance with the laws of the State of
Texas. This agreement shall not be assigned or transferred; provided,
however, that we may assign or transfer this Agreement to any
successor firm or corporation which becomes the principal underwriter
or distributor of the Trusts.
U.S. GLOBAL BROKERAGE, INC.
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Phone: (▇▇▇) ▇▇▇-▇▇▇▇ Fax: (▇▇▇) ▇▇▇-▇▇▇▇
Dated: ...............:
BY:
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We have read the foregoing Agreement and we hereby accept and agree to the terms
and conditions therein set forth.
Dated: ...............
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FIRM NAME
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ADDRESS
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TELEPHONE NUMBER
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FAX NUMBER
AUTHORIZED SIGNATURE
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TITLE
PLEASE RETURN ONE EXECUTED COPY OF THIS AGREEMENT TO U.S. GLOBAL BROKERAGE, INC.
THE SECOND COPY IS FOR YOUR RECORDS.
U.S. Global Brokerage, Inc.
Distributor of U.S. Global Investors Funds and U.S. Global Accolade Funds Shares
Page 4 of 4
EXHIBIT A
LIST OF FUNDS SUBJECT TO SELLING GROUP AGREEMENT
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NAME OF FUND CUSIP NUMBER
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U.S. GLOBAL INVESTORS FUNDS
Gold Shares Fund 911478-10-5
All American Equity Fund 911476-60-4
Global Resources Fund 911476-20-8
U.S. Treasury Securities Cash Fund 911476-10-9
Tax Free Fund 911476-50-5
Income Fund 911476-40-6
World Gold Fund 911476-80-2
U.S. Government Securities Savings Fund 911476-88-5
Real Estate Fund 911476-87-7
Near-Term Tax Free Fund 911476-85-1
China Region Opportunity Fund 911476-82-8
U.S. GLOBAL ACCOLADE FUNDS
Bonnel Growth Fund 90330L-10-5
MegaTrends Fund 90330L-20-4
▇▇▇▇▇▇ ▇▇▇ Global Opportunity Fund 90330L-30-3
Regent Eastern European Fund 90330L-40-2
