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Exhibit 99.B15
FUND: ______________________________ (THE "FUND")
SERIES: ______________________________ (THE "SERIES")
CLASS: ______________________________ (THE "CLASS")
AMENDED AND RESTATED 12B-1 PLAN
Pursuant to the provisions of Rule 12b-1 under the Investment Company Act
of 1940 (the "Act"), this Amended and Restated 12b-1 Plan (the "Plan") has been
adopted for the Fund, on behalf of the Series, for the Class (all as noted and
defined above) by a majority of the members of the Fund's Board (the "Board"),
including a majority of the Board members who are not "interested persons" of
the Fund and who have no direct or indirect financial interest in the operation
of the Plan or in any agreements related to the Plan (the "Qualified Board
Members") at a meeting called for the purpose of voting on this Plan.
1. Compensation. The Fund will pay to Zurich Xxxxxx Distributors, Inc.
("ZKDI") at the end of each calendar month a distribution services fee computed
at the annual rate of .75% of average daily net assets attributable to the
Class shares. ZKDI may compensate various financial service firms appointed by
ZKDI ("Firms") in accordance with the provisions of the Fund's Underwriting and
Distribution Agreement (the "Distribution Agreement") for sales of shares at
the commission levels provided in the Fund's prospectus from time to time.
ZKDI may pay other commissions, fees or concessions to Firms, and may pay them
to others in its discretion, in such amounts as ZKDI shall determine from time
to time. The distribution services fee for the Class shall be based upon
average daily net assets of the Series attributable to the Class and such fee
shall be charged only to the Class. For the month and year in which this Plan
becomes effective or terminates, there shall be an appropriate proration of the
distribution services fee set forth in Paragraph 1 hereof on the basis of the
number of days that the Plan and any agreements related to the Plan are in
effect during the month and year, respectively. The distribution services fee
shall be in addition to and shall not be reduced or offset by the amount of any
contingent deferred sales charge received by ZKDI.
2. Periodic Reporting. ZKDI shall prepare reports for the Board on a
quarterly basis for the Class showing amounts paid to the various Firms and
such other information as from time to time shall be reasonably requested by
the Board.
3. Continuance. This Plan shall continue in effect indefinitely,
provided that such continuance is approved at least annually by a vote
of a majority of the Board, and of the Qualified Board Members, cast in person
at a meeting called for such purpose or by vote of at least a majority of the
outstanding voting securities of the Class.
4. Termination. This Plan may be terminated at any time without penalty
with respect to the Class by vote of a majority of the Qualified Board Members
or by vote of the majority of the outstanding voting securities of the Class.
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5. Amendment. This Plan may not be amended to increase materially the
amount to be paid to ZKDI by the Fund for distribution services with
respect to the Class without the vote of a majority of the outstanding voting
securities of the Class. All material amendments to this Plan must in any
event be approved by a vote of a majority of the Board, and of the Qualified
Board Members, cast in person at a meeting called for such purpose.
6. Selection of Non-Interested Board Members. So long as this Plan is in
effect, the selection and nomination of those Board members who are not
interested persons of the Fund will be committed to the discretion of Board
members who are not themselves interested persons.
7. Recordkeeping. The Fund will preserve copies of this Plan, the
Distribution Agreement, and all reports made pursuant to Paragraph 2 above for
a period of not less than six (6) years from the date of this Plan, the
Distribution Agreement, or any such report, as the case may be, the first two
(2) years in an easily accessible place.
8. Limitation of Liability. Any obligation of the Fund hereunder shall
be binding only upon the assets of the Class and shall not be binding on any
Board member, officer, employee, agent, or shareholder of the Fund. Neither the
authorization of any action by the Board members or shareholders of the Fund
nor the adoption of the Plan on behalf of the Fund shall impose any liability
upon any Board member or upon any shareholder.
9. Definitions. The terms "interested person" and "vote of a majority of
the outstanding voting securities" shall have the meanings set forth in the Act
and the rules and regulations thereunder.
10. Severability; Separate Action. If any provision of this Plan shall be
held or made invalid by a court decision, rule or otherwise, the remainder of
this Plan shall not be affected thereby. Action shall be taken separately for
the Series or Class as the Act or the rules thereunder so require.
Adopted ____________ (Amended and restated ________________)
