FUND ACCOUNTING AGREEMENTFund Accounting Agreement • February 26th, 2007 • Access One Trust • Ohio
AGREEMENT made as of the 1st day of January, 2004, between PROFUNDS (the “Trust”), a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, and BISYS FUND SERVICES OHIO, INC. (“BISYS”), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219 and an indirect wholly-owned subsidiary of The BISYS Group, Inc.
DEALER AGREEMENT FOR INVESTOR CLASS SHARESDealer Agreement for Investor Class Shares • February 26th, 2007 • Access One Trust • Massachusetts
The Board of Trustees of Access One Trust (the “Trust”), an open-end management investment company organized as a Delaware business trust and registered with the Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940 (the “1940 Act”), on behalf of the holders of Investor Class shares (“Shares”) of each of the investment portfolios of the Trust as set forth on Schedule A (individually, a “Fund” and collectively, the “Funds”), authorizes ProFunds Distributors, Inc. (the “Distributor”), as principal underwriter of the Shares of the Funds, to enter into this Agreement with you (the “Authorized Firm”), concerning the sale of Shares to your clients, members, or customers (“Customers”). The terms and conditions of this Agreement are as follows:
SHAREHOLDER SERVICES AGREEMENT FOR NON-NASD MEMBERSShareholder Services Agreement • February 26th, 2007 • Access One Trust • Massachusetts
As the distributor of the shares (“Shares”) of each investment company portfolio (each a “Fund”), of the investment company or companies covered hereunder (collectively, “Company”), ProFunds Distributors, Inc. (“Distributor”) hereby invites you (the “Authorized Firm”) to participate in the selling group on the following terms and conditions. The Funds existing as of the date hereof are listed on Schedule A, and may be amended from time to time. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the dealer executing this Agreement, including its associated persons. The terms and conditions of this Agreement are as follows:
DISTRIBUTION AND SHAREHOLDER SERVICES AGREEMENT FOR NASD REGISTERED MEMBERSDistribution Agreement • February 26th, 2007 • Access One Trust • Massachusetts
As the distributor of the shares (“Shares”) of each investment company portfolio (each a “Fund”), of the investment company or companies covered hereunder (collectively, “Company”), ProFunds Distributors, Inc. (“Distributor”) hereby invites you (the “Authorized Firm”) to participate in the selling group on the following terms and conditions. The Funds existing as of the date hereof are listed on Schedule A, and may be amended from time to time. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the dealer executing this Agreement, including its associated persons. The terms and conditions of this Agreement are as follows:
AMENDED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • February 26th, 2007 • Access One Trust • Maryland
Amended Investment Advisory Agreement made as of this 10th day of March, 2005 between Access One Trust, a Delaware statutory trust (the “Trust”), and ProFund Advisors LLC, a Maryland limited liability company (the “Advisor”).
TRANSFER AGENCY AGREEMENTTransfer Agency Agreement • February 26th, 2007 • Access One Trust • Ohio
WHEREAS, ProFunds Trust and BISYS entered into a Transfer Agency Agreement dated October 28, 1997, as amended, (the “1997 Agreement”), as amended to date, including without limitation, that certain Amendment dated December __, 2004 by and among Profunds Trust, Access One Trust and BISYS, pursuant to which BISYS agreed to perform transfer agency services for the Trusts, which has continued in effect through the date hereof;
AMENDMENT NO. 1 TO ADMINISTRATION AGREEMENTAdministration Agreement • February 26th, 2007 • Access One Trust
AMENDMENT NO. 1 (“Amendment”) made as of the 5th day of October, 2004 between PROFUNDS (the “Trust”), a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814 and BISYS FUND SERVICES LIMITED PARTNERSHIP (“BISYS”), an Ohio limited partnership having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, to that certain Administration Agreement dated January 1, 2004 (the “Agreement”), under which BISYS performs certain management and administration services for the Trust. All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.
AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • February 26th, 2007 • Access One Trust • Maryland
AGREEMENT, made this 15th day of December, 2004 and amended as of March 10, 2005, and September 21, 2005 between Access One Trust, a Delaware statutory trust (the “Trust”) and ProFund Advisors LLC, a Maryland limited liability company (the “Manager”).
ADMINISTRATION AGREEMENTAdministration Agreement • February 26th, 2007 • Access One Trust • Ohio
AGREEMENT made as of the 1st day of January, 2004, between PROFUNDS (the “Trust”), a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, and BISYS FUND SERVICES LIMITED PARTNERSHIP, (“BISYS”), an Ohio limited partnership having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219 and a wholly-owned subsidiary of BISYS Fund Services, Inc, which is a wholly-owned subsidiary of The BISYS Group, Inc.
AMENDMENT NO. 2 TO ADMINISTRATION AGREEMENTAdministration Agreement • February 26th, 2007 • Access One Trust
AMENDMENT dated December 15, 2004 , to the Administration Agreement dated as of the 1st day of January, 2004 and subsequently amended (as amended, the “Agreement”) between PROFUNDS (the “Trust”), a Delaware statutory trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, and BISYS FUND SERVICES LIMITED PARTNERSHIP (“BISYS”), an Ohio limited partnership having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, incorporating this separate agreement between ACCESS ONE TRUST (the “Access Trust”), a Delaware statutory trust having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, and BISYS.
AMENDMENT NO. 3 TO ADMINISTRATION AGREEMENTAdministration Agreement • February 26th, 2007 • Access One Trust
AMENDMENT NO. 3 (“Amendment”) made as of the 16th day of December, 2005 by and among PROFUNDS, a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, ACCESS ONE TRUST, a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814 (ProFunds and Access One Trust are collectively referred to herein as the “Trusts”) and BISYS FUND SERVICES LIMITED PARTNERSHIP (“BISYS”), an Ohio limited partnership having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, to that certain Administration Agreement dated January 1, 2004, as amended (the “Agreement”), under which BISYS performs certain management and administration services for the Trusts. All capitalized terms used but not defined herein shall have the meaning given to them in the Agreement.
SCHEDULE A TO ACCESS ONE TRUST AMENDED EXPENSE LIMITATION AGREEMENT DATED AS OF DECEMBER 15, 2004 AND AMENDED AS OF MARCH 10, 2005 Amended June 30, 2006Expense Limitation Agreement • February 26th, 2007 • Access One Trust
AMENDMENT TO CUSTODY AGREEMENTCustody Agreement • February 26th, 2007 • Access One Trust
AMENDMENT dated this 15th day of December, 2004 (the “Amendment”), amended on March 10, 2005, to the Custody Agreement dated as of the 6th day of November, 1997 (the “Custody Agreement”) between PROFUNDS (the “Trust”), a Delaware business trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, and UMB Bank, N.A. (“UMB”), a national banking association with its principal place of business located at Kansas City, Missouri, incorporating a separate AGREEMENT dated December 15, 2004 between ACCESS ONE TRUST (the “Access Trust”), a Delaware statutory trust having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219 and UMB.
AMENDMENT NO. 1 TO FUND ACCOUNTING AGREEMENTFund Accounting Agreement • February 26th, 2007 • Access One Trust
AMENDMENT NO. 1 dated December 15, 2004 (the “Amendment”), to the Fund Accounting Agreement dated as of the 1st day of January, 2004 (the “Agreement”) between PROFUNDS (the “Trust”), a Delaware statutory trust having its principal place of business at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, and BISYS FUND SERVICES OHIO, INC. (“BISYS”), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, incorporating a separate AGREEMENT dated December 15, 2004 between ACCESS ONE TRUST (the “Access Trust”), a Delaware statutory trust having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, and BISYS.
ACCESS ONE TRUST AMENDED EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • February 26th, 2007 • Access One Trust
THIS AGREEMENT, dated as of December 15, 2004, and amended March 10, 2005, is made and entered into by and between Access One Trust, a Delaware statutory trust (the “Trust”), on behalf of its series listed on Schedule A attached hereto, as amended from time to time (each a “Fund” and collectively the “Funds”), and ProFund Advisors LLC (“ProFund Advisors”).
