Exhibit (h)(4)
FUND ACCOUNTING SERVICING AGREEMENT
THIS AGREEMENT is made and entered into as of this 16th day of November
2001, by and between CCMA Select Investment Trust, a Delaware business trust
(the "Trust") and Firstar Mutual Fund Services, LLC, a limited liability company
organized under the laws of the State of Wisconsin ("FMFS").
WHEREAS, the Trust is an open-end management investment company registered
under the Investment Company Act of 1940, as amended (the "1940 Act");
WHEREAS, the Trust is authorized to create separate series, each with its
own separate investment portfolio;
WHEREAS, FMFS is a limited liability company and, among other things, is in
the business of providing mutual fund accounting services to investment
companies; and
WHEREAS, the Trust desires to retain FMFS to provide accounting services to
each series of the Trust listed on Exhibit A attached hereto, (each hereinafter
referred to as a "Fund"), as it may be amended from time to time.
NOW, THEREFORE, in consideration of the mutual agreements herein made, the
Trust and FMFS agree as follows:
1. Appointment of Fund Accountant
The Trust hereby appoints FMFS as Fund Accountant of the Trust on the terms
and conditions set forth in this Agreement, and FMFS hereby accepts such
appointment and agrees to perform the services and duties set forth in this
Agreement in consideration of the compensation provided for herein.
2. Duties and Responsibilities of FMFS
A. Portfolio Accounting Services:
(1) Maintain portfolio records for each Fund on a trade date
basis using security trade information communicated from the
investment adviser(s).
(2) For each valuation date as stated in each Fund prospectus
and statement of additional information relating to shares
of such Fund as in effect from time to time (together with
the statement of additional information, the "Prospectus"),
or as otherwise directed by the Trust, (i) obtain prices
from a pricing source approved by the Board of Trustees of
the Trust and apply those prices to the portfolio positions
or, in the case of a money market fund, (ii) confirm that
the market value of a Fund's assets does not deviate from
the amortized cost value of those assets by more than 0.5%.
For those securities where market quotations are not readily
available, the Board of Trustees of the Trust shall approve,
in good faith, the method for determining the fair value for
such securities.
(3) Identify interest and dividend accrual balances on a per
share basis as of each valuation date, or as otherwise
directed by the Trust, and calculate gross earnings on
investments for the accounting period.
(4) Determine gain/loss on security sales and identify them as,
short-term or long-term; account for periodic distributions
of gains or losses to shareholders and maintain
undistributed gain or loss balances as of each valuation
date, or as otherwise directed by the Trust.
B. Expense Accrual and Payment Services:
(1) For each valuation date, or as otherwise directed by the
Trust, calculate the expense accrual amounts for each class
of shares of each Fund as directed by the Trust as to
methodology, rate or dollar amount.
(2) Record payments for Fund expenses upon receipt of written
authorization from the Trust.
(3) Account for Fund expenditures and maintain expense accrual
balances at the level of accounting detail, as agreed upon
by FMFS and the Trust.
(4) Provide expense accrual and payment reporting.
C. Fund Valuation and Financial Reporting Services:
(1) Account for Fund share purchases, sales, exchanges,
transfers, dividend reinvestments, and other Fund share
activity as reported by the transfer agent on a timely
basis.
(2) Apply equalization accounting as directed by the Trust.
(3) Determine net investment income (earnings) for each Fund as
of each valuation date, or as otherwise directed by the
Trust. Account for periodic distributions of earnings to
shareholders and maintain undistributed net investment
income balances as of each valuation date, or as otherwise
directed by the Trust.
(4) Maintain a general ledger and other accounts, books, and
financial records for each Fund in the form as agreed upon.
(5) Determine the net asset value of each Fund according to the
accounting policies and procedures set forth in the Fund's
Prospectus.
(6) Calculate per share net asset value, per share net earnings,
and other per share amounts reflective of Fund operations at
such time as required by the nature and characteristics of
each Fund.
(7) Communicate, at an agreed upon time, the per share price for
each valuation date to parties as agreed upon from time to
time.
(8) Prepare monthly reports that document the adequacy of
accounting detail to support month-end ledger balances.
D. Tax Accounting Services:
(1) Maintain accounting records for the investment portfolio of
each Fund to support the tax reporting required for
IRS-defined regulated investment companies.
(2) Maintain tax lot detail for the investment portfolio.
(3) Calculate taxable gain/loss on security sales using the tax
lot relief method designated by the Trust.
(4) Provide the necessary financial information to support the
taxable components of income and capital gains distributions
to the transfer agent to support tax reporting to the
shareholders.
E. Compliance Control Services:
(1) Support reporting to regulatory bodies and support financial
statement preparation by making each Fund's accounting
records available to the Trust, the Securities and Exchange
Commission (the "SEC"), and the outside auditors.
(2) Maintain accounting records according to the 1940 Act and
regulations provided thereunder
F. FMFS will perform the following accounting functions on a daily
basis:
(1) Reconcile cash and investment balances of each Fund with the
Fund's custodian, and provide the Fund's investment
adviser(s) with the beginning cash balance available for
investment purposes;
(2) Transmit or mail a copy of the portfolio valuation to the
Fund's investment adviser(s);
(3) Review the impact of current day's activity on a per share
basis, review changes in market value.
G. In addition, FMFS will:
(1) Prepare monthly security transactions listings and reconcile
security identifier, units, maturities and rates at least
monthly with the Trust's custodian;
(2) Supply various Trust, Fund and class statistical data as
requested by the Trust on an ongoing basis.
3. Pricing of Securities
For each valuation date, obtain prices from a pricing source selected
by FMFS but approved by the Board of Trustees and apply those prices
to the portfolio positions of each Fund. For those securities where
market quotations are not readily available, the Board of Trustees of
the Trust shall approve, in good faith, the method for determining the
fair value for such securities.
If the Trust desires to provide a price that varies from the pricing
source, the Trust shall promptly notify and supply FMFS with the
valuation of any such security on each valuation date. All pricing
changes made by the Trust will be in writing and must specifically
identify the securities to be changed by CUSIP, name of security, new
price or rate to be applied, and, if applicable, the time period for
which the new price(s) is/are effective.
4. Changes in Accounting Procedures
Any resolution passed by the Board of Trustees of the Trust that
affects accounting practices and procedures under this Agreement shall
be effective upon written receipt and acceptance by the FMFS.
5. Changes in Equipment, Systems, Service, Etc.
FMFS reserves the right to make changes from time to time, as it deems
advisable, relating to its services, systems, programs, rules,
operating schedules and equipment, so long as such changes do not
adversely affect the service provided to the Trust under this
Agreement.
6. Compensation
FMFS shall be compensated for providing the services set forth in this
Agreement in accordance with the Fee Schedule attached hereto as
Exhibit B and as mutually agreed upon and amended from time to time.
The Trust agrees to pay all fees and reimbursable expenses within
thirty (30) calendar days following the receipt of the billing notice,
except for any fee or expense subject to a good faith dispute. The
Trust shall notify FMFS in writing within thirty (30) calendar days
following receipt of each invoice if the Trust is disputing any
amounts in good faith. The Trust shall settle such disputed amounts
within ten (10) calendar days of the day on which the parties agree to
the amount to be paid. With the exception of any fee or expense the
Trust is disputing in good faith as set forth above, unpaid invoices
shall accrue a finance charge of one and one-half percent (1 1/2%) per
month, after the due date. Notwithstanding anything to the contrary,
amounts owed by the Trust to FMFS shall only be paid out of the assets
and property of the particular Fund involved.
7. Performance of Service; Limitation of Liability
A. FMFS shall exercise reasonable care and good faith in the
performance of its duties under this Agreement. FMFS shall not be
liable for any error of judgment or mistake of law or for any
loss suffered by the Trust in connection with matters to which
this Agreement relates, including losses resulting from
mechanical breakdowns or the failure of communication or power
supplies beyond FMFS's control, except a loss arising out of or
relating to FMFS's refusal or failure to comply with the terms of
this Agreement or from bad faith, negligence, or willful
misconduct on its part in the performance of its duties under
this Agreement. Notwithstanding any other provision of this
Agreement, if FMFS has exercised reasonable care and acted in
good faith in the performance of its duties under this Agreement,
the Trust shall indemnify and hold harmless FMFS from and against
any and all claims, demands, losses, expenses, and liabilities
(whether with or without basis in fact or law) of any and every
nature (including reasonable attorneys' fees) which FMFS may
sustain or incur or which may be asserted against FMFS by any
person arising out of any action taken or omitted to be taken by
it in performing the services hereunder, except for any and all
claims, demands, losses, expenses, and liabilities arising out of
or relating to FMFS's refusal or failure to comply with the terms
of this Agreement or from bad faith, negligence or from willful
misconduct on its part in performance of its duties under this
Agreement, (i) in accordance with the foregoing standards, or
(ii) in reliance upon any written or oral instruction authorized
by the Trust and provided to FMFS by any duly authorized officer
of the Trust, such duly authorized officer to be included in a
list of authorized officers furnished to FMFS and as amended from
time to time in writing by resolution of the Board of Trustees of
the Trust.
FMFS shall indemnify and hold the Trust, its officers,
trustees and agents harmless from and against any and all claims,
demands, losses, expenses, and liabilities of any and every
nature (including reasonable attorneys' fees) which the Trust,
its officers, trustees and agents may sustain or incur or which
may be asserted against the Trust, its officers, trustees and
agents by any person arising out of any action taken or omitted
to be taken by FMFS as a result of FMFS's refusal or failure to
comply with the terms of this Agreement, its bad faith,
negligence, or willful misconduct. In the event of a mechanical
breakdown or failure of communication or power supplies beyond
its control, FMFS shall promptly take all reasonable steps to
minimize service interruptions for any period that such
interruption continues beyond FMFS's control. FMFS will promptly
make every reasonable effort to restore any lost or damaged data
and correct any errors resulting from such a breakdown at the
expense of FMFS. FMFS agrees that it shall, at all times, have
contingency plans that are consistent with industry standards
with appropriate parties, making reasonable provision for
emergency use of electrical data processing equipment to the
extent appropriate equipment is available. Representatives of the
Trust shall be entitled to inspect FMFS's premises and operating
capabilities at any time during regular business hours of FMFS,
upon reasonable notice to FMFS.
Regardless of the above, FMFS reserves the right to reprocess and
correct administrative errors at its own expense.
B. In order that the indemnification provisions contained in this
section shall apply, it is understood that if in any case the
indemnitor may be asked to indemnify or hold the indemnitee
harmless, the indemnitor shall be fully and promptly advised of
all pertinent facts concerning the situation in question, and it
is further understood that the indemnitee will use all reasonable
care to notify the indemnitor promptly concerning any situation
which presents or appears likely to present the probability of a
claim for indemnification. The indemnitor shall have the option
to defend the indemnitee against any claim that may be the
subject of this indemnification. In the event that the indemnitor
so elects, it will so notify the indemnitee and thereupon the
indemnitor shall take over complete defense of the claim, and the
indemnitee shall in such situation initiate no further legal or
other expenses for which it shall seek indemnification under this
section. Indemnitee shall in no case confess any claim or make
any compromise in any case in which the indemnitor will be asked
to indemnify the indemnitee except with the indemnitor's prior
written consent.
C. FMFS agrees that obligations assumed by the Trust pursuant to
this Agreement shall be limited in all cases to the Trust and its
assets, and if the liability relates to one or more series, the
obligations hereunder shall be limited to the respective assets
of such series. FMFS further agrees that it shall not seek
satisfaction of any such obligation from the shareholder or any
individual shareholder of a series of the Trust, or from the
Trustees or any individual Trustee of the Trust or from any agent
of the Trust.
8. Proprietary and Confidential Information
FMFS agrees on behalf of itself and its directors, officers, and
employees to treat confidentially and as proprietary information of
the Trust all records and other information relative to the Trust and
prior, present, or potential shareholders of the Trust (and clients of
said shareholders), and not to use such records and information for
any purpose other than the performance of its responsibilities and
duties hereunder, except after prior notification to and approval in
writing by the Trust, which approval shall not be unreasonably
withheld and may not be withheld where FMFS may be exposed to civil or
criminal contempt proceedings for failure to comply, when requested to
divulge such information by duly constituted authorities, or when so
requested by the Trust.
Further, FMFS will adhere to the privacy policies adopted by the Trust
pursuant to Title V of the Xxxxxx-Xxxxx-Xxxxxx Act (the "Act") and
Regulation S-P, as may be modified from time to time. Notwithstanding
the foregoing, FMFS will not share any nonpublic personal information
as defined under Regulation S-P concerning any of the Trust's
shareholders to any third party unless specifically directed by the
Trust or allowed under one of the exceptions noted under the Act and
Regulation S-P.
9. Term of Agreement; Amendment; Assignment
This Agreement shall become effective as of the date hereof and will
continue in effect for a period of one year. Subsequent to the initial
one-year term, this Agreement may be terminated by either party upon
giving ninety (90) days prior written notice to the other party or
such shorter period as is mutually agreed upon by the parties.
However, this Agreement may be amended by mutual written consent of
the parties. All representations in Section 8 of this Agreement shall
survive the termination of this Agreement.
This Agreement and any right or obligation hereunder may not be
assigned by either party without the prior written consent of the
other party. This Agreement constitutes the entire agreement between
the parties hereto and supercedes any prior agreement with respect to
the subject matter hereof, whether oral or written.
10. Records
FMFS shall keep records relating to the services to be performed
hereunder, in the form and manner, and for such period as it may deem
advisable and is agreeable to the Trust but not inconsistent with the
rules and regulations of appropriate government authorities, in
particular, Section 31 of the 1940 Act, and the rules thereunder. FMFS
agrees that all such records prepared or maintained by FMFS relating
to the services to be performed by FMFS hereunder are the property of
the Trust and will be preserved, maintained, and made available in
accordance with such section and rules of the 1940 Act and will be
promptly surrendered to the Trust on and in accordance with its
request.
11. Governing Law
This Agreement shall be construed in accordance with the laws of the
State of Wisconsin. However, nothing herein shall be construed in a
manner inconsistent with the 1940 Act or any rule or regulation
promulgated by the SEC thereunder.
12. Duties in the Event of Termination
In the event that in connection with termination, a successor to any
of FMFS's duties or responsibilities hereunder is designated by the
Trust by written notice to FMFS, FMFS will promptly, upon such
termination and at the expense of the Trust transfer to such successor
all relevant books, records, correspondence and other data established
or maintained by FMFS under this Agreement (collectively, the
"Records") in a form reasonably acceptable to the Trust (if such form
differs from the form in which FMFS has maintained the same, the Trust
shall pay any reasonable 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 FMFS's
personnel in the establishment of books, records and other data by
such successor.
13. No Agency Relationship
Nothing herein contained shall be deemed to authorize or empower FMFS
to act as agent for the other party to this Agreement, or to conduct
business in the name of, or for the account of the other party to this
Agreement.
14. Data Necessary to Perform Services
The Trust or its agent, which may be FMFS, shall furnish to FMFS the
data necessary to perform the services described herein at such times
and in such form as mutually agreed upon. If FMFS is also acting in
another capacity for the Trust, nothing herein shall be deemed to
relieve FMFS of any of its obligations in such capacity.
15. Notification of Error
The Trust will notify FMFS of any discrepancy between FMFS and the
Trust, including, but not limited to, failing to account for a
security position in a Fund's portfolio, by the later of: within three
(3) business days after receipt of any reports rendered by FMFS to the
Trust; within three (3) business days after discovery of any error or
omission not covered in the balancing or control procedure, or within
three (3) business days of receiving notice from any shareholder.
16. Notices
Notices of any kind to be given by either party to the other party
shall be in writing and shall be duly given if mailed or delivered as
follows: Notice to FMFS shall be sent to:
Firstar Mutual Fund Services, LLC
000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
and notice to the Trust shall be sent to:
CCMA Select Investment Trust
000 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, XX 00000
Attn: Xxxxxxx Xxxxxxx
17. Additional Funds
In the event the Trust establishes additional series or classes of
shares than those listed on the attached Exhibit A, and the Trust
desires to have FMFS act as Fund Accountant to such series or class
under the terms hereof, the Trust shall so notify FMFS in writing and,
if FMFS agrees in writing to provide such services, such series or
class shall be covered by this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by a duly authorized officer on one or more counterparts as of the day
and year first written above.
CCMA Select Investment Trust FIRSTAR MUTUAL FUND SERVICES, LLC
By:/s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxx Xxxxxxx
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Title: President Title: President
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Exhibit A
CCMA Select Investment Trust
CCMA Select Money Market Fund
CCMA Select International Core Equity Fund
