Exhibit 99.(m6)
RULE 12B-1 RELATED AGREEMENT
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Date _________, 20__
Quasar Distributors, LLC
000 Xxxx Xxxxxxxx Xxxxxx
Xxxxx 000
Xxxxxxxxx, XX 00000
Ladies and Gentlemen:
This letter will confirm our understanding and agreement with respect
to payments to be made to you pursuant to a Distribution and Shareholder
Servicing Plan (the "Plan") adopted by (Xxxxxx Xxxx Investment Funds, and Xxxxxx
Xxxx Global Equity Fund, Inc. (the "Trust"), on behalf of the Xxxxxx Xxxx Funds
as described in Schedule A (the "Fund"), a series of the Trust, pursuant to Rule
12b-1 under the Investment Company Act of 1940, as amended (the "Act"). The Plan
and this related agreement (the "Rule 12b-1 Agreement") have been approved by a
majority of the Board of Trustees of the Trust, including a majority of the
Board of Trustees who are not "interested persons" of the Trust, as defined in
the Act, and who have no direct or indirect financial interest in the operation
of the Plan or in this or any other Rule 12b-1 Agreement (the "Disinterested
Trustees"), cast in person at a meeting called for the purpose of voting
thereon. Such approval included a determination by the Board of Trustees that,
in the exercise of its reasonable business judgment and in light of its
fiduciary duties, there is a reasonable likelihood that the Plan will benefit
the Fund's shareholders.
1. To the extent you provide distribution and marketing services in the
promotion of the Fund's shares and/or services to Fund shareholders, including
furnishing services and assistance to your customers who invest in and own
shares, including, but not limited to, answering routine inquiries regarding the
Fund and assisting in changing account designations and addresses, we shall pay
you a fee as described on Schedule A. We reserve the right to increase, decrease
or discontinue the fee at any time in our sole discretion upon written notice to
you.
You agree that all activities conducted under this Rule 12b-1 Agreement
will be conducted in accordance with the Plan, as well as all applicable state
and federal laws, including the Act, the Securities Exchange Act of 1934, the
Securities Act of 1933 and any applicable rules of the National Association of
Securities Dealers, Inc.
2. You shall furnish us with such information as shall reasonably be
requested by the Board of Trustees, on behalf of the Fund, with respect to the
fees paid to you pursuant to this Rule 12b-1 Agreement.
3. We shall furnish to the Board of Trustees, for its review, on a
quarterly basis, a written report of the amounts expended under the Plan by us
and the purposes for which such expenditures were made.
4. This Rule 12b-1 Agreement may be terminated by the vote of (a) a
majority of shareholders, or (b) a majority of the Disinterested Trustees, on 60
days' written notice, without payment of any penalty. In addition, this Rule
12b-1 Agreement will be terminated by any act which terminates the Plan or the
Distribution Agreement between the Trust and us and shall terminate immediately
in the event of its assignment. This Rule 12b-1 Agreement may be amended by us
upon written notice to you, and you shall be deemed to have consented to such
amendment upon effecting any purchases of shares for your own account or on
behalf of any of your customer's accounts following your receipt of such notice.
5. This Rule 12b-1 Agreement shall become effective on the date
accepted by you and shall continue in full force and effect so long as the
continuance of the Plan and this Rule 12b-1 Agreement are approved at least
annually by a vote of the Board of Trustees of the Trust and of the
Disinterested Trustees, cast in person at a meeting called for the purpose of
voting thereon. All communications to us should be sent to the above address.
Any notice to you shall be duly given if mailed or faxed to you at the address
specified by you below.
QUASAR DISTRIBUTORS, LLC
By:
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Xxxxx Xxxxxxxxx, President
ACCEPTED:
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(Dealer or Service Provider Name)
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(Street Address)
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(City)(State)(ZIP)
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(Telephone No.)
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(Facsimile No.)
By:
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(Name and Title)
2
SCHEDULE A
TO THE
RULE 12B-1 RELATED AGREEMENT
For all services rendered pursuant to the Rule 12b-1 Agreement, we
shall pay you a fee calculated as follows:
Fee of 0.25% of the average daily net assets of the Fund (computed on an annual
basis) which are owned of record by your firm as nominee for your customers or
which are owned by those customers of your firm whose records, as maintained by
the Trust or its agent, designate your firm as the customer's dealer or service
provider of record.
We shall make the determination of the net asset value, which determination
shall be made in the manner specified in the Fund's current prospectus, and pay
to you, on the basis of such determination, the fee specified above, to the
extent permitted under the Plan.
Name of Funds
XXXXXX XXXX INVESTMENT FUNDS
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Xxxxxx Xxxx International Equity Fund Class A
Xxxxxx Xxxx Total Return Bond Fund Class A
Xxxxxx Xxxx Global High Yield Bond Fund Class A
XXXXXX XXXX GLOBAL EQUITY FUND, INC.
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Xxxxxx Xxxx Global Equity Fund Class A Effective 7/1/04
