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EXHIBIT 5 UNDER FORM N-1A
EXHIBIT 10 UNDER ITEM 601/REG SK
MONEY MARKET OBLIGATIONS TRUST
INVESTMENT ADVISORY CONTRACT
This Contract is made between FEDERATED MANAGEMENT, An investment
adviser registered under the Investment Advisers Act of 1940 having its
principal place of business in Pittsburgh, Pennsylvania (the "Adviser"),
and MONEY MARKET OBLIGATIONS TRUST, a Massachusetts business trust
having its principal place of business in Pittsburgh, Pennsylvania (the
"Trust").
WHEREAS, the Trust is an open-end management investment company as
that term is defined in the Investment Company Act of 1940 (the
"Act") and is registered as such with the Securities and Exchange
Commission; and
WHEREAS, the Adviser is engaged in the business of rendering
investment advisory and management services.
NOW, THEREFORE, the parties hereto, intending to be legally bound,
agree as follows:
1. The Trust hereby appoints Adviser as Investment Adviser for
each of the portfolios ("Funds") of the Trust on whose behalf the Trust
executes an exhibit to this Contract, and Adviser, by its execution of
each such exhibit, accepts the appointments. Subject to the direction
of the Trustees of the Trust, Adviser shall provide investment research
and supervision of the investments of each of the Funds and conduct a
continuous program of investment evaluation and of appropriate sale or
other disposition and reinvestment of each Fund's assets.
2. Adviser, in its supervision of the investments of each of the
Fund will be guided by each of the Fund's fundamental investment
policies and the provisions and restrictions contained in the
Declaration of Trust and By-Laws of the Trust and as set forth in the
Registration Statement and exhibits as may be on file with the
Securities and Exchange Commission.
3. The Trust shall pay or cause to be paid, on behalf of each
Fund, all of the Fund's expenses and the Fund's allocable share of
Trust expenses, including without limitation, the expenses of organizing
the Trust and continuing its existence; fees and expenses of officers
and Trustees of the Trust; fees for investment advisory services and
personnel and administrative services; fees and expenses of preparing
and its Registration Statements under the Securities Act of 1933 Act and
any amendments thereto; expenses of registering and qualifying the
Trust, the Funds and shares of the Funds ("Shares") under Federal and
state laws and regulations; expenses of preparing, printing and
distributing prospectuses (and any amendments thereto) and sales
literature to current shareholders; interest expense, taxes, fees and
commissions of every kind; expenses of issue (including cost of Share
certificates), purchase, repurchase and redemption of Shares, including
expenses attributable to a program of periodic issue; charges and
expenses of custodians, transfer agents, dividend disbursing agents,
shareholder servicing agents and registrars; printing and mailing costs,
auditing, accounting and legal expenses; reports to shareholders and
governmental officers and commissions; expenses of meetings of Trustees
and shareholders and proxy solicitations therefor; insurance expenses;
association membership dues; and such nonrecurring items as may arise,
including all losses and liabilities incurred in administering the Trust
and the Funds. The Trust will also pay each Fund's allocable share of
such extraordinary expenses as may arise, including expenses incurred in
connection with litigation, proceedings, and claims and the legal
obligations of the Trust to indemnify its officers, Trustees, employees,
distributors, and agents with respect thereto.
4. The Trust, on behalf of each of the Funds shall pay to
Adviser, for all services rendered to such Fund by Adviser hereunder,
the fees set forth in the exhibits attached hereto.
5. The Adviser may from time to time and for such periods as it
deems appropriate reduce its compensation (and, if appropriate, assume
expenses of one or more of the Funds) to the extent that any Fund's
expenses exceed such lower expense limitation as the Adviser may, by
notice to the Fund, voluntarily declare to be effective.
6. This Contract shall begin for each Fund on the date that the
Trust executes an exhibit to this Contract relating to such Fund. This
Contract shall remain in effect for each Fund until the first meeting of
Shareholders held after the execution date of an exhibit relating to the
respective Fund, and if approved at such meeting by the shareholders of
a particular Fund, shall continue in effect for such Fund for two years
from the date of its execution and from year to year thereafter, subject
to the provisions for termination and all of the other terms and
conditions hereof if: (a) such continuation shall be specifically
approved at least annually by the vote of a majority of the Trustees of
the Trust, including a majority of the Trustees who are not parties to
this Contract or interested persons of any such party (other than as
Trustees of the Trust) cast in person at a meeting called for that
purpose; and (b) Adviser shall not have notified the Trust in writing at
least sixty (60) days prior to the anniversary date of this Contract in
any year thereafter that it does not desire such continuation with
respect to that Fund.
7. Notwithstanding any provision in this Contract, it may be
terminated at any time with respect to any Fund, without the payment of
any penalty, by the Trustees of the Trust or by a vote of a majority of
the outstanding voting securities of that Fund, as defined in Section
2(a)(42) of the Act on sixty (60) days' written notice to Adviser.
8. This Contract may not be assigned by Adviser and shall
automatically terminate in the event of any assignment. Adviser may
employ or contract with such other person, persons, corporation or
corporations at its own cost and expense as it shall determine in order
to assist it in carrying out this Contract.
9. In the absence of willful misfeasance, bad faith, gross
negligence or reckless disregard of obligations or duties under this
Contract on the part of Adviser, Adviser shall not be liable to the
Trust or to any of the Funds or to any shareholder for any act or
omission in the course of or connected in any way with rendering
services or for any losses that may be sustained in the purchase,
holding or sale of any security.
10. This Contract may be amended at any time by agreement of the
parties provided that the amendment shall be approved both by the vote
of a majority of the Trustees of the Trust, including a majority of
Trustees who are not parties to this Contract or interested persons of
any such party to this Contract (other than as Trustees of the Trust),
cast in person at a meeting called for that purpose, and on behalf of a
Fund by a majority of the outstanding voting securities of such Fund as
defined in Section 2(a)(42) of the Act.
11. The Adviser acknowledges that all sales literature for
investment companies (such as the Trust) are subject to strict
regulatory oversight. The Adviser agrees to submit any proposed sales
literature for the Trust (or any Fund) or for itself or its affiliates
which mentions the Trust (or any Fund) to the Trust's distributor for
review and filing with the appropriate regulatory authorities prior to
the public release of any such sales literature. The Trust agrees to
cause its distributors to promptly review all such sales literature to
ensure compliance with relevant requirements, to promptly advise Adviser
of any deficiencies contained in such sales literature, to promptly file
complying sales literature with the relevant authorities, and to cause
such sales literature to be distributed to prospective investors in the
Trust.
12. Adviser is hereby expressly put on notice of the limitation of
liability as set forth in Article XI of the Declaration of Trust and
agrees that the obligations pursuant to this Contract of a particular
Fund and of the Trust with respect to that particular Fund be limited
solely to the assets of that particular Fund, and Adviser shall not seek
satisfaction of any such obligation from the assets of any other Fund,
the shareholders of any Fund, the Trustees, officers, employees or
agents of the Trust, or any of them.
13. This Contract shall be construed in accordance with and
governed by the laws of the Commonwealth of Pennsylvania.
14. This Contract will become binding on the parties hereto upon
their execution of the attached exhibits to this Contract.
INVESTMENT ADVISORY CONTRACT
EXHIBIT A
GOVERNMENT OBLIGATIONS FUND
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 11th day of December, 1989.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
INVESTMENT ADVISORY CONTRACT
EXHIBIT B
PRIME OBLIGATIONS FUND
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 11th day of December, 1989.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
INVESTMENT ADVISORY CONTRACT
EXHIBIT C
PRIME PLUS OBLIGATIONS FUND
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 11th day of December, 1989.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
The Prime Plus Obligations Fund was dissolved 2/28/91.
INVESTMENT ADVISORY CONTRACT
EXHIBIT D
TAX-FREE OBLIGATIONS FUND
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 11th day of December, 1989.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
INVESTMENT ADVISORY CONTRACT
EXHIBIT E
TREASURY OBLIGATIONS FUND
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 11th day of December, 1989.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
EXHIBIT F
INVESTMENT ADVISORY CONTRACT
TREASURY OBLIGATIONS CASH RESERVES
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
.20 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of .20 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 18th day of February, 1992.
Attest: FEDERATED MANAGEMENT
/s/S. Xxxxxxx Xxxxx By:/s/ Xxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/Xxxxxxxxx Xxxxxx-Xxxxxx By:/s/J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
Treasury Obligations Cash Reserves was dissolved 8/28/92.
EXHIBIT G
INVESTMENT ADVISORY CONTRACT
AUTOMATED CASH MANAGEMENT TRUST
For all services rendered by Adviser hereunder, the Trust shall pay
to Adviser and Adviser agrees to accept as full compensation for all
services rendered hereunder, an annual investment advisory fee equal to
0.50 of 1% of the average daily net assets of the Fund.
The fee shall be accrued daily at the rate of 1/365th of 0.50 of 1%
applied to the daily net assets of the Fund.
The advisory fee so accrued shall be paid to Adviser daily.
Witness the due execution hereof this 1st day of June, 1994.
Attest: FEDERATED MANAGEMENT
/s/ S. Xxxxxxx Xxxxx By: /s/ Xxxxxxx X. Xxxxxx
Assistant Secretary Exec. Vice
President
Attest: MONEY MARKET OBLIGATIONS TRUST
/s/ Xxxxxxxxx Xxxxxx-Xxxxxx By: /s/ J. Xxxxxxxxxxx Xxxxxxx
Assistant Secretary
President
