EXHIBIT (H)(2)
FUND ACCOUNTING SERVICES AGREEMENT
FUND ACCOUNTING SERVICING AGREEMENT
This contract between Xxxxxxxx Investment Trust, a Massachusetts business trust,
hereinafter called the "Trust," and First Wisconsin Trust Company, a Wisconsin
corporation, hereinafter called "FWTC," is entered into on this 29th day of May,
1992.
WITNESSETH:
WHEREAS, Xxxxxxxx Investment Trust, is a financial services company
providing investment opportunities through mutual funds to various investors;
WHEREAS, First Wisconsin Trust Company ("FWTC") is in the business of
providing, among other things, mutual fund accounting services to investment
companies;
NOW, THEREFORE, the Trust and FWTC do mutually promise and agree as
follows:
1. SERVICES. FWTC agrees to provide the following mutual fund accounting
services to the Trust:
A. Portfolio Accounting Services:
(1) Maintain portfolio records on a trade date basis using
security trade information communicated from the investment manager on
a timely basis.
(2) For each valuation date, obtain prices from a pricing source
approved by the Board of Trustees and apply those prices to the
portfolio positions. For those securities where market quotations are
not readily available, the Board of Trustees shall approve, in good
faith, the method for determining the fair value for such securities.
(3) Identify interest and dividend accrual balances as of each
valuation date and calculate gross earnings on investments for the
accounting period.
(4) Determine gain/loss on security sales and identify them as to
short-short, short- or long-term status; account for periodic
distributions of gains or losses to shareholders and maintain
undistributed gain or loss balances as of each valuation date.
B. Expense Accrual and Payment Services:
(1) For each valuation date, calculate the expense accrual
amounts 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.
1
(3) Account for fund expenditures and maintain expense accrual
balances at the level of accounting detail, as agreed upon by FWTC and
the Trust for each of its portfolios.
(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 for
each of its portfolios.
(3) Determine net investment income (earnings) for the Trust as
of each valuation date. Account for periodic distributions of earnings
to shareholders and maintain undistributed net investment income
balances as of each valuation date.
(4) Maintain a general ledger for each of the Trust's portfolios
in the form as agreed upon.
(5) For each day the Trust is open as defined in the prospectuses
for each of the portfolios, determine the net asset value of each of
the Trust's portfolios according to the accounting policies and
procedures set forth in the prospectuses for each of the portfolios.
(6) Calculate per share net asset value, per share net earnings,
and other per share amounts reflective of fund operation at such time
as required by the nature and characteristics of each of the Trust's
portfolios.
(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 which document the adequacy of
accounting detail to support month-end ledger balances.
D. Tax Accounting Services:
(1) Maintain tax accounting records for the investment portfolios
of the Trust 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
cost basis defined for each of the Trust's portfolios.
(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.
2
E. Compliance Control Services:
(1) Support reporting to regulatory bodies and support financial
statement preparation by making the fund accounting records available
to Xxxxxxxx Investment Trust, the Securities and Exchange Commission,
and the outside auditors.
(2) Maintain accounting records according to the Investment
Company Act of 1940 and regulations provided thereunder.
2. CHANGES IN ACCOUNTING PROCEDURES. Any resolution passed by the Board of
Trustees that affects accounting practices and procedures under this agreement
shall be effective upon written receipt and acceptance by the FWTC.
3. CHANGES IN EQUIPMENT, SYSTEMS, SERVICE, ETC. FWTC 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.
4. COMPENSATION. FWTC shall be compensated for providing the services set
forth in this Agreement in accordance with the Fee Schedule attached hereto as
Exhibit A and as mutually agreed upon and amended from time to time.
5. PERFORMANCE OF SERVICE. FWTC shall exercise reasonable care in the
performance of its duties under the Agreement. The Xxxxxxxx Investment Trust
agrees to reimburse and make FWTC whole for any loss or damages (including
reasonable fees and expenses of legal counsel) arising out of or in connection
with its actions under this Agreement so long as FWTC acts in good faith and is
not negligent or guilty of any willful misconduct.
FWTC shall not be liable or responsible for delays or errors occurring by
reason of circumstances beyond its control, including acts of civil or military
authority, natural or state emergencies, fire, mechanical breakdown, flood or
catastrophe, acts of God, insurrection, war, riots or failure of transportation,
communication or power supply.
In the event of a mechanical breakdown beyond its control, FWTC shall take
all reasonable steps to minimize service interruptions for any period that such
interruption continues beyond FWTC's control. FWTC will make every reasonable
effort to restore any lost or damaged data and the correcting of any errors
resulting from such a breakdown will be at the expense of FWTC. FWTC agrees that
it shall at all times have reasonable contingency plans 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 FWTC's premises and
operating capabilities at any time during regular business hours of FWTC, upon
reasonable notice to FWTC.
This indemnification includes any act, omission to act, or delay by FWTC in
reliance upon, or in accordance with, any written or oral instruction it
receives from any duly authorized officer of the Trust.
3
Regardless of the above, FWTC reserves the right to reprocess and correct
administrative errors at its own expense.
6. NO AGENCY RELATIONSHIP. Nothing herein contained shall be deemed to
authorize or empower FWTC or the Trust to act as agent for any other party to
any other party to this Agreement.
7. OWNERSHIP OF RECORDS. All records prepared or maintained by FWTC on
behalf of the Trust remain the property of the Trust and will be surrendered
promptly on the written request of an authorized officer of the Trust.
8. CONFIDENTIALITY. FWTC shall handle in confidence all information
relating to the Trust's business, which is received by FWTC during the course of
rendering any service hereunder.
9. DATA NECESSARY TO PERFORM SERVICES. The Trust or its agent, which may be
FWTC, shall furnish to FWTC the data necessary to perform the services described
herein at times and in such form as mutually agreed upon.
10. NOTIFICATION OF ERROR. The Trust will notify FWTC of any balancing or
control error caused by FWTC within three (3) business days after receipt of any
reports rendered by FWTC to the Trust, or 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 form any
shareholder.
11. ADDITIONAL SERIES. In the event that the Xxxxxxxx Investment Trust
establishes one or more series of shares with respect to which it desires to
have FWTC render accounting services, under the terms hereof, it shall so notify
FWTC in writing, and if FWTC agrees in writing to provide such services, such
series will be subject to the terms and conditions of this Agreement, and shall
be maintained and accounted for by FWTC on a discrete basis. The portfolios
currently covered by this Agreement are listed in Exhibit B attached hereto.
12. TERM OF AGREEMENT. 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 replaced or modified by a subsequent agreement between the
parties.
13. DUTIES IN THE EVENT OF TERMINATION. In the event that in connection
with termination a Successor to any of FWTC's duties or responsibilities
hereunder is designated by Xxxxxxxx Investment Trust by written notice to FWTC,
FWTC will promptly, upon such termination and at the expense of Xxxxxxxx
Investment Trust, transfer to such Successor all relevant books, records,
correspondence and other data established or maintained by FWTC under this
Agreement in a form reasonably acceptable to Xxxxxxxx Investment Trust (if such
form differs from the form in which FWTC has maintained the same, Xxxxxxxx
Investment Trust 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 FWTC's personnel in
the establishment of books, records and other date by such successor.
4
14.CHOICE OF Law. This memorandum of understanding shall be construed in
accordance with the laws of the State of Wisconsin.
IN WITNESS WHEREOF, the due execution hereof on the date f irst above
written.
ATTEST: First Wisconsin Trust Company
Xxxxxx Xxxxxxx By Xxxxx Xxxxx
-------------- ------------
Xxxxxxxx Investment Trust
ATTEST:
Xxxxx X. Xxxxxx By Xxxxxxx X. Xxxxxx
--------------- -----------------
5
EXHIBIT A
FIRST WISCONSIN TRUST COMPANY
MUTUAL FUND SERVICES
FUND VALUATION AND ACCOUNTING
ANNUAL FEE SCHEDULE
XXXXXXXX TIMED CAPITAL APPRECIATION FUND &
XXXXXXXX TIMED ASSET ALLOCATION FUND
- Annual fee per fund based on market value of assets:
$25,000 for the first $40,000,000
1/100 of 1% (one basis point) on the balance
- Daily Pricing
$125 per month per fund.
XXXXXXXX GOVERNMENT
XXXXXXXX BLUE XXXX
XXXXXXXX LEVEKAGED GROWTH
- Annual fee per fund based on market value of assets:
$20,000 for first $40,000,000
2/100 of 1% (two basis points) on next $200,000,00 1/100 of 1% (one
basis point) on the balance
$3.50 per month per asset in excess of 50 assets
- Daily Pricing
$0.15 per day per stock
$0.50 per day per bond
- Fees are billed monthly
4/92
EXHIBIT B
The following portfolios are covered by the custodian, transfer agent, and fund
accounting servicing agreements between Xxxxxxxx Investment Trust and First
Wisconsin Trust Company:
1. Xxxxxxxx Government Fund
2. Xxxxxxxx Blue Chip Fund
3. Xxxxxxxx Capital Appreciation Fund
4. Xxxxxxxx Asset Allocation Fund
5. Xxxxxxxx Leveraged Growth Fund
