Exhibit (K)(1)
AMENDED AND RESTATED
SHAREHOLDERS' SERVICING AND TRANSFER AGENT AGREEMENT
This agreement (the "Agreement") made as of this 1st day of November, 2003, by
and between each of the Massachusetts business trusts listed on Appendix I
hereto (as the same may from time to time be amended to add one or more
additional investment companies advised by Columbia Management Advisers, Inc. or
to delete one or more of such trusts), each of such trusts acting severally on
behalf of its series listed on Appendix I hereto (as the same may from time to
time be amended to add or delete one or more series of such trust) and not
jointly with any of such other trusts (each of such trusts being hereinafter
referred to as a "Trust" and collectively as the "Trusts" and each series of the
Trust, if any, being hereinafter referred to as a "Fund," but if the Trust does
not have any separate series, then any reference to the "Fund" shall be a
reference to the Trust), Columbia Funds Services, Inc., a Massachusetts
corporation ("CFS") and Columbia Management Advisors, Inc. ("CMA"), an Oregon
corporation, amends and restates the Amended and Restated Shareholders'
Servicing and Transfer Agent Agreement dated July 1, 1991, as amended.
WHEREAS, the Trust desires that CFS perform certain services for the
Fund; and
WHEREAS, CFS is willing to perform such services upon the terms and
subject to the conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants
set forth herein, the parties hereto agree as follows:
1. Appointment. The Trusts hereby appoint CFS to act as Transfer Agent,
Dividend Disbursing Agent and Shareholders' Servicing Agent for the Funds and as
agent for the Funds' shareholders in connection with the shareholder plans
described in the Prospectus (as defined below), and CFS accepts such
appointments and will perform the respective duties and functions of such
offices in the manner hereinafter set forth.
Notwithstanding such appointments, however, the parties hereto agree
that CMA may, upon thirty (30) days prior written notice to the Trusts, assume
such duties and functions itself. In such event, CMA shall have all of the
rights and obligations of CFS hereunder. However, whether or not CMA assumes
such duties and functions, CMA guarantees the performance of CFS hereunder and
shall be responsible financially and otherwise, to the Trusts for the
performance by CFS of its obligations under this Agreement.
2. Compensation. Each Trust shall pay to CFS for its services rendered
and its costs incurred in connection with the performance of its duties
hereunder, such compensation and reimbursement as may from time to time be
approved by vote of the Trustees of the Trust.
Schedule A hereto sets forth the compensation and reimbursement
arrangements to be effective November 1, 2003, and the treatment of all interest
earned with respect to balances in the accounts maintained by CFS with the
Fund's custodian (the "Custodian"), referred to in paragraphs 6, 10 and 11
hereof, net of any charges by the Custodian in connection with such accounts,
and all interest earned with respect to balances in the accounts maintained by
Columbia Funds Distributor, Inc (the "Distributor") in connection with the sale
and redemption of shares of the Funds, net of any charges by the bank in
connection with such accounts.
3. Copies of Documents. Each Trust will furnish CFS with copies of the
following documents: the Agreement and Declaration of Trust of the Trust and all
amendments thereto; the By-Laws of the Trust, as amended from time to time; and
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the Trust's Registration Statement as in effect on the date hereof under the
Securities Act of 1933, as amended, and the Investment Company Act of 1940, as
amended, and all amendments or supplements thereto hereafter filed. The
Prospectus(es) of the Funds and Statement(s) of Additional Information contained
in such Registration Statements, as from time to time amended and supplemented,
together are herein collectively referred to as the "Prospectus."
4. Share Certificates. Unless the Trustees of a Trust shall have
resolved that all of the Trust's (or a particular Fund's) shares of beneficial
interest, or all of the shares of a particular series or class of such shares,
shall be issued in uncertificated form, CFS shall maintain a sufficient supply
of blank share certificates representing such shares, in the form approved from
time to time by the Trustees of the Trust. Such blank share certificates shall
be properly signed, manually or by facsimile signature, by the duly authorized
officers of the Trust, and shall bear the seal or facsimile thereof of the
Trust; and not withstanding the death, resignation or removal of any officer of
the authorized to sign such share certificates, CFS may continue to countersign
certificates which bear the manual or facsimile signature of such officer until
otherwise directed by the Trust.
5. Lost or Destroyed Certificates. In case of the alleged loss or
destruction of any share certificate, no new certificate shall be issued in lieu
thereof, unless there shall first be furnished to CFS an affidavit of loss or
non-receipt by the holder of shares with respect to which a certificate has been
lost or destroyed, supported by an appropriate bond satisfactory to CFS and the
relevant Trust issued by a surety company satisfactory to CFS.
6. Receipt of Funds for Investment. CFS will maintain one or more
accounts with the Custodian, into which it will deposit funds payable to CFS as
agent for, or otherwise identified as being for the account of, the Funds or the
Distributor, prior to crediting such funds to the respective accounts of the
Fund and the Distributor. Thereafter, CFS will determine the amount of any such
funds due a Fund (equal to the number of Fund shares sold by the Fund computed
pursuant to paragraph 7 hereof, multiplied by the net asset value of Fund share
next determined after receipt of such purchase order) and the Distributor (equal
to the sales charge applicable to such sale, computed pursuant to paragraph 9
hereof), respectively, deposit the portion due the Distributor in its account
with such bank as may from time to time be designated by the Distributor,
deposit the net amount due the Fund in its account with the Custodian, notify
the Distributor (such notification to the Distributor to include the amount of
such sales charge to be remitted by the Distributor to the dealer participating
in the sale, calculated pursuant to paragraph 9 hereof) and the Custodian,
respectively, of such deposits, such notification to be given as soon as
practicable on the next business day stating the total amount deposited to said
accounts during the previous business day. Such notification shall be confirmed
in writing.
7. Shareholder Accounts. Upon receipt of any funds referred to in
paragraph 6 hereof, CFS will compute the number of shares purchased by the
shareholder according to the net asset value of Fund shares next determined
after such receipt less the applicable sales charge, calculated pursuant to
paragraph 9 hereof, and:
(a) in the case of a new shareholder, open and maintain an
open account for such shareholder in the name or names set forth in the
subscription application form;
(b) unless the Trustees of the Trust have resolved that all of
the Fund's shares of beneficial interest, or all of the shares of a particular
series or class, shall be issued in uncertificated form, and if specifically
requested in writing by the shareholder, countersign, issue and mail, by first
class mail, to the shareholder at his or her address as set forth in a share
certificate for full shares purchased;
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(c) send to the shareholder a confirmation indicating the
amount of full and fractional shares purchased (in the case of fractional
shares, rounded to three decimal places) and the price per share; and
(d) in the case of a request to establish an accumulation
plan, withdrawal plan, group plan or other plan or program being offered by the
Fund's Prospectus, open and maintain such plan or program for the shareholder in
accordance with the terms thereof;
all subject to any reasonable instructions which the Distributor or the Fund may
give to CFS with respect to rejection of orders for shares.
8. Unpaid Checks. In the event that any check or other order for
payment of money on the account of any shareholder or new investor is returned
for any reason, CFS will:
(a) Give prompt notification to the Distributor of such
non-payment; and
(b) Take such other steps, including imposition of a
reasonable processing or handling fee, as CFS may, in CFS's discretion, deem
appropriate, or as the relevant Trust or the Distributor may instruct CFS.
9. Sales Charge. In computing the number of shares to credit to the
account of a shareholder pursuant to paragraph 7 hereof, CFS will calculate the
total of the applicable Distributor and representative sales charges, commission
or other amount, with respect to each purchase as set forth in the Prospectus
and in accordance with any notification filed with respect to combined and
accumulated purchases; CFS will also determine the portion of each sales charge,
commission or other amount, payable by the Distributor to the dealer or other
amount, payable by the Distributor to the dealer participating in the sale in
accordance with such schedules as are from time to time delivered by the
Distributor to CFS.
10. Dividends and Distributions. Each Trust will promptly notify CFS of
the declaration of any dividends or distribution with respect to Fund shares,
the amount of such dividend or distribution, the date each such dividend or
distribution shall be paid, and the record date for determination of
shareholders entitled to receive such dividend or distribution. As Dividend
Disbursing Agent, CFS will, on or before the payment date of any such dividend
or distribution notify the Custodian of the estimated amount of cash required to
pay such dividend or distribution, and each Trust agrees that on or before the
mailing date of such dividend or distribution it will instruct the Custodian to
make available to CFS sufficient funds therefor in the dividend and distribution
account maintained by CFS with the Custodian. As Dividend Disbursing Agent, CFS
will prepare and distribute to shareholders any funds to which they are entitled
by reason of any dividend or distribution and, in the case of shareholders
entitled to receive additional shares by reason of any such dividend or
distribution, CFS will make appropriate credits to their accounts and prepare
and mail to shareholders a confirmation statement and, if required, a
certificate in respect of such additional shares.
11. Repurchase and Redemptions. CFS will receive and stamp with the
date of receipt all certificates and requests delivered to CFS for repurchase or
redemption of shares and CFS will process such repurchases as agent for the
Distributor and such redemptions as agent for the Trusts as follows:
(a) If such certificate or request complies with standards for
repurchase or redemption approved from time to time by a Trust, CFS will, on or
prior to the seventh calendar day succeeding the receipt of any such request for
repurchase or redemption in good order, deposit any contingent deferred sales
charge ("CDSC") due the Distributor in its account with such bank as may from
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time to time be designated by the Distributor and pay to the shareholder from
funds deposited by the Trust from time to time in the repurchase and redemption
account maintained by CFS with the Custodian, the appropriate repurchase or
redemption price, as the case may be, as set forth in the Prospectus;
(b) If such certificate or request does not comply with said
standards for repurchase or redemption as approved by the Trust, CFS will
promptly notify the shareholder of such fact, together with the reason therefor,
and shall effect such repurchase or redemption at the price in effect at the
time of receipt of documents complying with said standards, or, in the case of a
repurchase, at such other time as the Distributor, as agent for the Trust, shall
so direct; and
(c) CFS shall notify the Trust and the Distributor as soon as
practicable on each business day of the total number of Fund shares covered by
requests for repurchase or redemption which were received by CFS in proper form
on the previous business day, and shall notify the Distributor of deposits to
its account with respect to any CDSC, such notification to be confirmed in
writing.
12. Systematic Withdrawal Plans. CFS will administer systematic
withdrawal plans pursuant to the provisions of withdrawal orders duly executed
by shareholders and the relevant Fund's Prospectus. Payments upon such
withdrawal orders shall be made by CFS from the appropriate account maintained
by the relevant Trust with the Custodian. Prior to the payment date CFS will
withdraw from a shareholder's account and present for repurchase or redemption
as many shares as shall be sufficient to make such withdrawal payment pursuant
to the provisions of the shareholder's withdrawal plan and the Prospectus.
13. Letters of Intent and Other Plans. CFS will process such letters of
intent for investing in shares as are provided for in the Prospectus, and CFS
will act as escrow agent pursuant to the terms of such letters of intent duly
executed by shareholders. CFS will make appropriate deposits to the account of
the Distributor for the adjustment of sales charges as therein provided and will
currently report the same to the Distributor, it being understood, however, that
computations of any adjustment of sales charge shall be the responsibility of
the Distributor or the relevant Trust. CFS will process such accumulation plans,
group programs and other plans or programs for investing in shares as are
provided for in the Prospectus. In connection with any such plan or program, and
with withdrawal plans described in paragraph 12 hereof, CFS will act as plan
agent for shareholders and in so acting shall not be the agent of the Trust.
14. Tax Returns and Reports. CFS will prepare, file with the Internal
Revenue Service and any other federal, state or local governmental agency which
may require such filing, and, if required, mail to shareholders such returns for
reporting dividends and distributions paid by the Funds as are required to be so
prepared, filed and mailed by applicable laws, rules and regulations, and CFS
will withhold such sums as are required to be withheld under applicable Federal
and state income tax laws, rules and regulations.
15. Record Keeping. CFS will maintain records, which at all times will
be the property of the Trusts and available for inspection by the relevant Trust
and Distributor, showing for each shareholder's account the following:
(a) Name, address and United States taxpayer identification or
Social Security number, if provided (or amounts withheld with respect to
dividends and distributions on shares if a taxpayer identification or Social
Security number is not provided);
(b) Number of shares held and number of shares for which
certificates have been issued;
(c) Historical information regarding the account of each
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shareholder, including dividends and distributions paid, if any, and the date
and price for all transactions on a shareholder's account;
(d) Any stop or restraining order placed against a
shareholder's account;
(e) Information with respect to withholdings of taxes on
dividends paid to foreign accounts; and
(f) Any instruction as to letters of intent, record address,
and any correspondence or instructions relating to the current maintenance of a
shareholder's account.
In addition, CFS will keep and maintain on behalf of the Trusts all
records which each Trust or CFS is required to keep and maintain pursuant to any
applicable statute, rule or regulation, including without limitation, Rule
31(a)-1 under the Investment Company Act of 1940, relating to the maintenance of
records in connection with the services to be provided hereunder. CFS shall be
obligated to maintain at its expense only those records necessary to carry out
its duties hereunder and the remaining records will be preserved at the relevant
Trust's expense for the periods prescribed by law.
16. Other Information Furnished. CFS will furnish to each Trust and the
Distributor such other information, including shareholder lists and statistical
information as may be agreed upon from time to time between CFS and the Trust.
CFS shall notify the Trust of any request or demand to inspect the share records
books of the Trust and will act upon the instructions of the Trust as to the
permitting or refusing such inspection.
17. Shareholder Inquiries. CFS will respond promptly to written
correspondence from shareholders, registered representatives of broker-dealers
engaged in selling Fund shares, any Trust and the Distributor relating to its
duties hereunder, and such other correspondence as may from time to time be
mutually agreed upon between CFS and the Trusts. CFS also will respond to
telephone inquiries from shareholders with respect to existing accounts.
18. Communications to Shareholders and Meetings. CFS will determine all
shareholders entitled to receive, and will address and mail, all communications
by a Trust to its shareholders, including quarterly and annual reports to
shareholders, proxy material for meetings of shareholders and periodic
communications to shareholders. CFS will receive, examine and tabulate return
proxy cards for meetings of shareholders and certify the vote to the Trust.
19. Insurance. CFS will not reduce or allow to lapse any of its
insurance coverage from time to time in effect, including but not limited to
Errors and Omissions, Fidelity Bond and Electronic Data Processing coverage,
without the prior written consent of the Trusts.
20. Duty of Care and Indemnification. CFS will at all times use
reasonable care and act in good faith in performing its duties hereunder. CFS
will not be liable or responsible for delays or errors by reason of
circumstances beyond its control, including without limitation, acts of civil or
military authority, national or state emergencies, labor difficulties, fire,
mechanical breakdown, flood or catastrophe, acts of God, insurrection, war,
riots or failure of transportation, communication or power supply.
CFS may rely on certifications of the Secretary, any Assistant
Secretary, the President, any Vice President, the Treasurer or any Assistant
Treasurer of a Trust as to proceedings or facts in connection with any action
taken by the shareholders or Trustees of the Trust, and upon instructions not
inconsistent with this Agreement from the President, any Vice President, the
Treasurer or any Assistant Treasurer of a Trust. CFS may apply to counsel for a
Trust, at the Trust's expense, or to its own counsel for advice whenever it
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deems expedient. With respect to any action taken on the basis of such
certifications or instructions or in accordance with the advice of counsel for
instructions or in accordance with the advice of counsel for a Trust, the Trust
will indemnify and hold harmless CFS from any and all losses, claims, damages,
liabilities and expenses (including reasonable counsel fees and expenses).
The Trusts will indemnify CFS against and hold CFS harmless from any
and all losses, claims, damages, liabilities and expenses (including reasonable
counsel fees and expenses) in respect to any claim, demand, action or suit not
resulting from CFS's bad faith or negligence and arising out of, or in
connection with, its duties on behalf of the Trusts under this Agreement.
CFS shall also be indemnified and held harmless by the Trusts against
any loss, claim, damage, liability and expenses (including reasonable counsel
fees and expenses) by reason of any act done by it in good faith and in reliance
upon any instrument or certificate for shares believed by it (a) to be genuine
and (b) to be signed, countersigned or executed by any person or persons
authorized to sign, countersign, or execute such instrument or certificate.
In any case in which a party to this Agreement may be asked to
indemnify or hold harmless the other party hereto, the party seeking
indemnification shall advise the other party of all pertinent facts concerning
the situation giving rise to the claim or potential claim for indemnification,
and each party shall use reasonable care to identify and notify the other
promptly concerning any situation which presents or appears likely to present a
claim for indemnification.
21. Employees. CFS is responsible for the employment, control and
conduct of its agents and employees and for injury to such agents or employees
or to others caused by such agents or employees. CFS assumes full responsibility
for its agents and employees under applicable statutes and agrees to pay all
employer taxes thereunder.
CFS shall maintain at its own expense insurance against public
liability in a reasonable amount.
22. Renegotiation of Compensation. CFS agrees that if it provides
services comparable to those contemplated by this Agreement to any other
investment company or group of companies on terms and conditions more favorable
than the terms and conditions applicable under this Agreement or in the event
CMA sells or licenses the CTRAN system to parties other than investment
companies advised by CMA that are parties to this Agreement, the parties hereto
agree to negotiate in good faith as to whether some adjustment in the
compensation arrangement hereunder might be appropriate. CFS and CMA agree to
notify the Trustees of the Trusts of any plans to provide shareholder servicing
and transfer agent services to other investment companies or to sell or lease
the CTRAN system and will disclose to such Trustees all information concerning
the terms and conditions on which such services will be provided or such sale or
license is to be made.
23. Termination. This Agreement shall continue indefinitely until
terminated by not less than ninety (90) days' written notice given by the Trusts
to CFS or, by six (6) months written notice given by CFS to the Trusts. Upon
termination hereof, the Trusts shall pay such compensation as may be due to CFS
as of the date of such termination.
24. Successors. In the event that (i) in connection with termination of
this Agreement a successor to any of CFS's duties or responsibilities hereunder
is designated by the Trusts by written notice to CFS, or (ii) CMA exercises its
prerogative under paragraph 1 hereof to assume the duties and functions of CFS
hereunder, CFS shall promptly at the expense of the Trusts, transfer to such
successor or CMA, as the case may be, a certified list of the shareholders of
the Funds (with name, address and taxpayer identification or Social Security
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number), and historical record of the account of each shareholder and the status
thereof, all other relevant books, records, correspondence and other data
established or maintained by CFS under this Agreement in form reasonably
acceptable to the Trusts (if such form differs from the form in which CFS has
maintained the same, the Trusts shall pay any expenses associated with
transferring the same to such form), and will cooperate in the transfer of such
duties and responsibilities, including provision for assistance from CFS's
personnel in the establishment of books, records and other data by such
successor CMA. CFS shall be entitled to reasonable compensation and
reimbursement of its out-of-pocket expenses in respect of assistance provided in
accordance with the preceding sentence. Also, in the event of the termination of
this Agreement, to the extent permitted by the agreements or licenses described
below, CFS and CMA shall, if requested by the Trustees of the Trust, assign to
any entity wholly owned, directly or indirectly, by Columbia Management Group,
Inc. or by the Trusts collectively, or any of them, all of their rights under
any existing agreements to which either of them is a party and pursuant to which
either has a right to have access to data processing capability in connection
with the services contemplated by this Agreement and under any licenses to use
third-party software in connection therewith, and in connection with such
assignment shall grant to the assignee an irrevocable right and license or
sublicenses, on a non-exclusive basis, to use any software used in connection
therewith and, on an exclusive basis, any proprietary rights or interest which
it has under such agreements or licenses.
25. Miscellaneous. This Agreement shall be construed in accordance with
and governed by the laws of The Commonwealth of Massachusetts.
The captions in this Agreement are included for convenience of
reference only and in no way define or limit any of the provisions of this
Agreement or otherwise affect their construction or effect. This Agreement may
be executed simultaneously in two or more counterparts, each of which shall be
deemed an original, but all of which taken together shall constitute one and the
same instrument.
A copy of the Declaration of Trust of each Trust is on file with the
Secretary of the Commonwealth of Massachusetts, and notice is hereby given that
this instrument is executed on behalf of the Trustees of each Trust as Trustees
and not individually and that the obligations of or arising out of the
instrument are not binding upon any of the Trustees or officers or shareholders
individually, but binding only upon the assets and property of each Trust.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed as of the date first above written.
THE TRUSTS ON BEHALF OF THEIR SERIES LISTED ON APPENDIX I
By: ____________________________
Name: Xxxxxx X. Xxxxxxx
Title: President
COLUMBIA FUNDS SERVICES, INC.
By: ____________________________
Name:
Title:
COLUMBIA MANAGEMENT ADVISORS, INC.
By: ____________________________
Name: Xxxxxx X. Xxxxxxx
Title: Executive Vice President and Chief Operating
Officer
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(LIB) Transfer Agency
Agreement (2) A-3
SCHEDULE A
Payments under the Agreement to CFS shall be made in the first two
weeks of the month following the month in which a service is rendered or an
expense incurred.
Each Fund shall pay CFS for the services to be provided by CFS under
the Agreement an amount equal to the sum of the following:
1. An account fee for Open Accounts of $28.00 per annum if the Fund is an
Equity Fund, $34.00 per annum if the Fund is a Fixed Income Fund or $33.50 per
annum if the Fund is a Money Market Fund (all as indicated in Appendix I); PLUS
2. The Fund's Allocated Share of CFS Reimbursable Out-of-Pocket Expenses
(except for those Funds designated with (*) in Appendix I, which shall pay CFS
as described below).
In addition, CFS shall be entitled to retain as additional compensation
for its services all CFS revenues for Distributor Fees, fees for wire,
telephone, redemption and exchange orders, XXX trustee agent fees and account
transcripts due CFS from shareholders of the Fund and interest (net of bank
charges) earned with respect to balances in the accounts referred to in
paragraph 2 of the Agreement.
All determinations hereunder shall be in accordance with generally
accepted accounting principles and subject to audit by the Funds' independent
accountants.
Definitions
"Allocated Share" for any month means that percentage of CFS
Reimbursable Out-of-Pocket Expenses which would be allocated
to a Fund for such month in accordance with the methodology
described in Exhibit 1 hereto.
"CFS Reimbursable Out-of-Pocket Expenses" means (i)
out-of-pocket expenses incurred on behalf of the Funds by CFS
for stationery, forms, postage and similar items, (ii)
networking account fees paid to dealer firms by CFS on
shareholder accounts established or maintained pursuant to the
National Securities Clearing Corporation's networking system,
which fees are approved by the Trustees from time to time and
(iii) fees paid by CFS or its affiliates to third-party dealer
firms or transfer agents that maintain omnibus accounts with a
Fund in respect of expenses similar to those referred to in
clause (i) above, to the extent the Trustees have approved the
reimbursement by the Fund of such fees.
"Distributor Fees" means the amount due CFS pursuant to any
agreement with the Funds' principal underwriter for
processing, accounting and reporting services in connection
with the sale of shares of the Funds.
"Open Accounts" is any account on the books of CFS
representing record ownership of shares of the Funds which as
of the first day of any calendar month has a share balance
greater than zero. The Open Account fee shall be payable on a
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monthly basis, in an amount equal to 1/12 the per annum
change.
The Funds designated with (*) in Appendix I shall reimburse CFS monthly for
applicable out-of-pocket expenses, including, but not limited to the following
items:
* Microfiche/microfilm production
* Magnetic media tapes and freight
* Printing costs, including certificates, envelopes, checks and
stationery
* Postage (bulk, pre-sort, ZIP+4, barcoding, first class) direct pass
through to the Trusts
* Due diligence mailings
* Telephone and telecommunication costs, including all lease, maintenance
and line costs
* Ad hoc reports
* Proxy solicitations, mailings and tabulations
* Daily & Distribution advice mailings
* Shipping, Certified and Overnight mail and insurance
* Year-end forms and mailings
* Terminals, communication lines, printers and other equipment and any
expenses incurred in connection with such
terminals and lines
* Duplicating services
* Courier services
* Incoming and outgoing wire charges
* Federal Reserve charges for check clearance
* Overtime, as approved in advance by the Trusts
* Temporary staff, as approved in advance by the Trusts
* Travel and entertainment, as approved in advance by the Trusts
* Record retention as required by the Trusts, retrieval and destruction
costs, including, but not limited to, exit fees charged by third party
record keeping vendors
* Third party audit reviews
* Ad Hoc SQL time
* Insurance
* Such other miscellaneous expenses reasonably incurred by CFS in
performing its duties and responsibilities under this Agreement.
The Funds designated with (*) in Appendix I agree that postage and mailing
expenses will be paid on the day of or prior to mailing as agreed with CFS. In
addition, the Funds will promptly reimburse CFS for any other unscheduled
expenses incurred by CFS whenever the Funds and CFS mutually agree that such
expenses are not otherwise properly borne by CFS as part of its duties under the
Agreement.
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Exhibit 1
METHODOLOGY OF ALLOCATING CFS
REIMBURSABLE OUT-OF-POCKET EXPENSES
1. CFS Reimbursable Out-of-Pocket Expenses are allocated to the Funds as
follows:
A. Identifiable Based on actual services performed and invoiced to a
Fund.
B. Unidentifiable Allocation will be based on three evenly weighted
factors.
- number of shareholder accounts
- number of transactions
- average assets
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(LIB) Transfer Agency
Agreement (2) B-1
APPENDIX I
Trusts Funds Custodian Type of Fund
------ ----- --------- ------------
Columbia Funds Trust I Columbia High Yield Opportunity Fund SSB Fixed Income
Columbia Strategic Income Fund SSB Fixed Income
Columbia Tax-Managed Growth Fund SSB Equity
Columbia Tax-Managed Value Fund SSB Equity
Columbia Tax-Managed Growth Fund II SSB Equity
Columbia Tax-Managed Aggressive Growth Fund SSB Equity
Columbia Funds Trust II Columbia Money Market Fund SSB Money Market
Columbia Newport Japan Opportunities Fund SSB Equity
Columbia Newport Greater China Fund SSB Equity
Columbia Funds Trust III Columbia Mid Cap Value Fund SSB Equity
Columbia Liberty Fund SSB Equity
Columbia Federal Securities Fund SSB Fixed Income
Columbia Global Equity Fund SSB Equity
Columbia Contrarian Income Fund SSB Fixed Income
*Columbia Intermediate Government Income Fund SSB Fixed Income
*Columbia Quality Plus Bond Fund SSB Fixed Income
*Columbia Corporate Bond Fund SSB Fixed Income
Columbia Funds Trust IV Columbia Tax-Exempt Fund SSB Fixed Income
Columbia Tax-Exempt Insured Fund SSB Fixed Income
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Columbia Municipal Money Market Fund SSB Money Market
Columbia Utilities Fund SSB Equity
Columbia Funds Trust V Columbia Massachusetts Tax-Exempt Fund SSB Fixed Income
Columbia New York Tax-Exempt Fund SSB Fixed Income
Columbia California Tax-Exempt Fund SSB Fixed Income
Columbia Connecticut Tax-Exempt Fund SSB Fixed Income
*Columbia Intermediate Tax-Exempt Bond Fund SSB Fixed Income
*Columbia Massachusetts Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia Connecticut Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia New Jersey Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia New York Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia Rhode Island Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia Florida Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia Pennsylvania Intermediate Municipal Bond Fund SSB Fixed Income
*Columbia Large Company Index Fund SSB Equity
*Columbia U.S. Treasury Index Fund SSB Fixed Income
*Columbia Small Company Index Fund SSB Equity
Columbia Funds Trust VI Columbia Growth & Income Fund SSB Equity
Columbia Small Cap Value Fund SSB Equity
Columbia Newport Asia Pacific Fund SSB Equity
Columbia Funds Trust VII Columbia Newport Tiger Fund SSB Equity
Columbia Europe Fund SSB Equity
CMG Select Managers Large Cap Value Fund SSB Equity
CMG Select Managers Large Cap Growth Fund SSB Equity
CMG Select Managers Small Cap Value Fund SSB Equity
CMG Select Managers Small Cap Growth Fund SSB Equity
Columbia Floating Rate SSB Fixed Income
Advantage Fund
SSB = State Street Bank and Trust Company
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