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EXHIBIT 99.b.15.c
AMERICAN AADVANTAGE MILEAGE FUNDS
- PLATINUM CLASS -
ADMINISTRATIVE SERVICES PLAN
AGREEMENT made this __ day of ________, 1995, by and between AMERICAN
AADVANTAGE MILEAGE FUNDS (the "Mileage Trust") and AMR INVESTMENT SERVICES,
INC. ("AMR").
WHEREAS, the Mileage Trust, a Massachusetts business trust, is an
open-end, management investment company registered under the Investment Company
Act of 1940, as amended (the "1940 Act"), consisting of several series
(portfolios) of shares (each a "Fund" and, collectively, the "Funds"), each
having its own investment policies;
WHEREAS, the Mileage Trust's Board of Trustees ("Board") has
authorized each of the Funds to issue multiple classes of shares, including a
class to be designated as the Platinum Class, and in the future may authorize
new Funds to issue multiple classes, including the Platinum Class;
WHEREAS, the Mileage Trust desires to adopt an Administrative Services
Plan ("Plan") with respect to the Platinum Class;
NOW, THEREFORE, the Mileage Trust hereby adopts this Plan with respect
to the Platinum Class.
1. A Fund is authorized to pay to AMR or to such other entities
approved by the Board, as compensation for administrative services provided by
such entities to Platinum Class shareholders, an aggregate fee at the rate of
up to 0.55% on an annualized basis of the average daily net assets of the
Platinum Class of each such Fund which has approved this Plan in accordance
with the conditions of approval set forth herein. Such fee shall be calculated
and accrued daily and paid quarterly or at such other intervals as the Board
shall determine.
2. AMR or any other entity approved by the Board may spend such
amounts as it deems appropriate on any activities or expenses primarily
intended to result in or relate to the administration of a participating Fund's
Platinum Class shares, including, but not limited to, the payment of fees for
the purposes of record maintenance, forwarding Fund and shareholder
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communications, and expenses related to aggregating and processing orders for
the purchase and redemption of shares.
3. This Plan shall not take effect with respect to the Platinum
Class of a Fund unless it first has been approved, together with any related
agreements, by votes of a majority of both (a) the Board and (b) those Trustees
of the Mileage Trust who are not "interested persons" of the Mileage Trust and
have no direct or indirect financial interest in the operation of this Plan or
any agreements related thereto ("Independent Trustees"), cast in person at a
meeting (or meetings) called for the purpose of voting on such approval.
4. After approval as set forth in paragraph 3 , this Plan shall
take effect and continue in full force and effect with respect to the Platinum
Class of a Fund for so long as such continuance is specifically approved at
least annually in the manner provided for approval of this Plan in paragraph 3.
5. AMR and any other recipient of payments hereunder shall
provide to the Board and the Board shall review, at least quarterly, a written
report of the amounts expended with respect to the Platinum Class of each
applicable Fund under this Plan and the purposes for which such expenditures
were made.
6. This Plan may be terminated with respect to the Platinum Class
of any Fund at any time by vote of the Board, or by vote of a majority of the
Independent Trustees.
7. This Plan may not be amended to increase materially the amount
of fees provided for in paragraph 1 hereof unless such amendment is approved in
the manner provided for initial approval in paragraph 3 hereof, and no material
amendment to the Plan shall be made unless approved in the manner provided for
approval and annual renewal in paragraph 4 hereof.
8. The amount of the fees payable by a Fund to AMR or to any
other authorized entity under paragraph 1 hereof is not related directly to
expenses incurred by such entities hereunder on behalf of such Fund in
providing shareholder services hereunder, and paragraph 2 hereof does not
obligate such Fund to reimburse any such entity for such expenses. The fees
set forth in paragraph 1 hereof will be paid by such Fund to such entities
until the Plan is either terminated or not renewed. If the Plan is terminated
or not renewed with respect to a Fund, any shareholder servicing expenses
incurred by such entities on behalf of such Fund in excess of payments of the
fees specified in paragraph 1 hereof which have been received or accrued
through
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the termination date are the sole responsibility and liability of the entity
incurring the expenses, and are not obligations of such Fund.
9. While this Plan is in effect, the selection and nomination of
the Independent Trustees shall be committed to the discretion of the
Independent Trustees.
10. As used in this Plan, the term "interested person" shall have
the same meaning as the term in the 1940 Act.
11. The Mileage Trust shall preserve copies of this Plan
(including any amendments thereto) and any related agreements and all reports
made pursuant to paragraph 5 hereof for a period of not less than six years
from the date of this Plan, the first two years in an easily accessible place.
12. The Trustees of the Mileage Trust and the shareholders of the
Funds shall not be liable for any obligations of the Trust or the Fund under
this Plan, and AMR or any other person, in asserting any rights or claims under
this Plan, shall look only to the assets and property of the Mileage Trust or
the Funds in settlement of such right or claim, and not to such Trustees or
shareholders.
IN WITNESS WHEREOF, the Mileage Trust has executed this plan on the
day and year set forth below.
DATE AMERICAN AADVANTAGE MILEAGE FUNDS
By:
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