Exhibit (e)
BLACKROCK ADVISORS, INC.
BLACKROCK DISTRIBUTORS, INC.
INVESTOR DISTRIBUTION AND SERVICE AGREEMENT
BlackRock Advisors, Inc.
Attn: Xxxx Xxx
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
BlackRock Bond Allocation Target Shares (the "Funds"), BlackRock
Advisors, Inc. ("BlackRock") and BlackRock Distributors, Inc. ("BDI") wish to
enter into this Agreement relating to the clients of BlackRock and its
affiliates ("Clients") who may from time to time beneficially own shares of
common stock (the "Shares") of the various series from time to time of the
Funds.
The terms and conditions of this Agreement are as follows:
Section 1: BDI agrees to provide (i) general shareholder liaison
services and (ii) shareholder processing services relating to the processing
and administration of shareholder accounts with respect to Clients who may
from time to time beneficially own Shares.
"General shareholder liaison services" include, but are not limited
to, (i) answering Client inquiries regarding account status and history, the
manner in which purchases, exchanges and redemptions or repurchases of shares
may be effected and certain other matters pertaining to the Clients'
investments; (ii) assisting Clients in designating and changing dividend
options, account designations and addresses; and (iii) providing such other
similar services as BlackRock, BDI or a Client may reasonably request.
"Shareholder processing services" may include some or all of the
following: (i) providing or causing to be provided necessary personnel and
facilities to establish and maintain shareholder accounts and records for
Clients; (ii) assisting in aggregating and processing purchase, exchange and
redemption transactions; (iii) placing or causing to be placed purchase,
redemption (in the case of open-end Funds) or repurchase (in the case of
closed-end Funds) orders with the Funds' distributor; (iv) arranging for
wiring of funds; (v) transmitting and receiving or causing to be transmitted
and received funds in connection with Client orders to purchase or redeem
Shares; (vi) processing dividend payments; (vii) verifying and guaranteeing
Client signatures in connection with redemption orders and transfers and
changes in Client-designated accounts, as necessary; (viii) providing or
causing to be provided periodic statements showing a Client's account balance;
(ix) transmitting on behalf of the Funds' proxy statements, annual and
semi-annual reports, updating prospectuses, repurchase offer notices and other
communications from the Funds to Clients; (x) receiving, tabulating and
transmitting to the Funds proxies executed by Clients with respect to
shareholder meetings; (xi) providing to the Funds sub-accounting with respect
to Shares beneficially owned by Clients or the information necessary for
sub-accounting; (xii) sub-transfer agency services; and (xii) providing such
other similar services as BlackRock, a Fund or a Client may reasonably
request.
Section 2: BDI agrees to provide distribution and sales support
services for the Funds on a reimbursement of out of pocket costs basis, which
reimbursement will be paid by BlackRock on behalf of the Funds.
Section 3: BDI will provide such office space and equipment,
telephone facilities and personnel (which may be any part of the space,
equipment and facilities currently used in its business, or any personnel
employed by it) as may be reasonably necessary or beneficial in order to
provide the aforementioned services.
Section 4: Neither BDI nor any of its officers, employees or agents
are authorized to make any representations concerning a Fund or its Shares
except those contained in the then current prospectuses and Statement of
Additional Information for Shares, repurchase offer notices or in such
supplemental literature or advertising as may be authorized by BlackRock or
BDI in writing.
Section 5: For all purposes of this Agreement, BDI will be deemed to
be an independent contractor, and will have no authority to act as agent for
BlackRock or any Fund in any matter or in any respect. BDI agrees to and does
release, indemnify and hold BlackRock and the Funds harmless from and against
any and all direct or indirect liabilities or losses resulting from requests,
directions, actions or inactions of or by BDI or its officers, employees or
agents regarding the responsibilities of BDI hereunder or the purchase,
redemption, transfer or registration of Shares (or orders relating to the
same) by or on behalf of Clients to whom BDI provides services hereunder. BDI
and its employees will, upon request, be available during normal business
hours to consult with BlackRock or their designees concerning the performance
of BDI's responsibilities under this Agreement.
Section 6: Except as set forth in Xxxxxxx 0, XXX will not receive
compensation for the services and facilities provided by BDI pursuant to this
Agreement.
Section 7: Any person authorized to direct the disposition of monies
paid or payable pursuant to this Agreement will provide to the Funds' Board of
Trustees with respect to its series, and the trustees will review, such
information as the trustees may reasonably request, as well as any other
reports or filings that may be required by law.
Section 8: BlackRock and BDI may enter into other similar Agreements
with any other person or persons without BDI's consent.
Section 9: This Agreement will become effective on the date this
Agreement is accepted and signed by BlackRock or its designee and approved by
the Board of Trustees in accordance with Section 16. Unless sooner terminated,
this Agreement will continue until the second anniversary after the date on
which the Agreement is executed, and thereafter will continue automatically
for successive annual periods, provided such continuance is specifically
approved at least annually by the Funds in the manner described in Section 15
of the Investment Company Act of 1940, as amended. This Agreement will
automatically terminate in the event of its assignment. This Agreement is
terminable with respect to the Shares of any Fund, without penalty, at any
time by that Fund (which termination may be by a vote of a majority of the
non-interested Trustees as defined in Section 15 or a majority of the
shareholders of such class) or by either BlackRock or BDI upon written notice
to all other parties hereto.
Section 10: All notices and other communications to BlackRock or BDI
will be duly given if mailed, telegraphed, telexed, emailed or transmitted by
similar telecommunications device to the appropriate address stated herein, or
to such other addresses as any party shall so provide to other parties.
Section 11: This Agreement will be construed in accordance with the
laws of the State of Delaware, and is non-assignable by the parties hereto.
Section 12: We have policies and procedures in place in order to
comply with our obligations under the provisions of the International Money
Laundering Abatement Act, the USA PATRIOT Act, the Bank Secrecy Act ("BSA")
and any other anti-money laundering law, rule or regulation applicable to us
as a financial institution under the BSA, or otherwise. Subject to legal
restrictions, we will, upon your request, promptly provide to you or the
respective Fund evidence of those policies and procedures and our compliance
therewith and/or evidence establishing the identities and sources of funds for
each purchase of shares of the Funds.
BLACKROCK ADVISORS, INC
By
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(Authorized Officer)
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Signature
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Title
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Date
BLACKROCK DISTRIBUTORS, INC
By:
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(Authorized Officer)
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Signature
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Title
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BLACKROCK BOND ALLOCATION
TARGET SHARES
By
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(Authorized Officer)
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Signature
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Title
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Date