SHAREHOLDER SERVICING AGREEMENT
LEBENTHAL FUNDS, INC. (the "Fund")
Lebenthal New Jersey Municipal Bond Fund (the "Portfolio")
New York, New York
Lebenthal & Co., Inc.
00 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Gentlemen:
We herewith confirm our agreement with you as follows:
1. We hereby employ you, pursuant to the Distribution and
Service Plan dated August __, 1993, adopted by us in accordance with Rule 12b-1
(the "Plan") under the Investment Company Act of 1940, as amended (the "Act"),
to provide the services listed below:
(a) You will perform, or arrange for others including
organizations whose customers or clients are shareholders of our corporation
(the "Participating Organizations") to perform, all shareholder servicing
functions not performed by us or by our Transfer Agent. You may make payments
from time to time from your own resources, which may include any Shareholder
Servicing Fees (as defined below) received under this Agreement, the management
fee received from us and past profits, to defray the costs of, and to compensate
others, including Participating Organizations with whom you have entered into
written agreements, for performing shareholder servicing and maintenance of
shareholder accounts.
(b) In consideration of the foregoing we will pay you a fee at
the annual rate of one quarter of one percent (0.25%) of the Portfolio's average
daily net assets (the "Shareholder Servicing Fee"). Your fee will be accrued by
us daily, and will be payable on the last day of each calendar month for
services performed hereunder during that month or on such other schedule as you
shall request us in writing. You may waive your right to any fee to which you
are entitled hereunder, provided such waiver is delivered to us in writing.
You will in your sole discretion determine the amount of any payments made by
you pursuant to this Agreement, and you may from time to time in your sole
discretion increase or decrease the amount of such payments; provided, however,
that no such payment will increase the amount which we are required to pay to
you under either this Agreement or any management agreement or distribution
agreement between you and us, or otherwise.
2. You will be responsible for the payment of all
expenses incurred by you in rendering the foregoing services,
except that we will pay (i) telecommunications expenses,
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including the cost of dedicated lines and CRT terminals, incurred by you and
Participating Organizations in rendering such services, and (ii) the cost of
typesetting, printing and delivering our prospectus to existing shareholders of
the Portfolio and of preparing and printing subscription application forms for
shareholder accounts. Our obligation to be responsible for the expenses
enumerated in this paragraph 2 is limited to an amount equal to .05% per annum
of the Portfolio's average daily net assets.
3. Payments to Participating Organizations to compensate them
for distributing our shares and/or providing shareholder servicing and related
administrative functions are subject to compliance by them with the terms of
written agreements satisfactory to our Board of Directors to be entered into
between you and the Participating Organizations.
4. We will expect of you, and you will give us the benefit of,
your best judgment and efforts in rendering these services to us, and we agree
as an inducement to your undertaking these services that you will not be liable
hereunder for any mistake of judgment or for any other cause, provided that
nothing herein shall protect you against any liability to us or to our
shareholders by reason of willful misfeasance, bad faith or gross negligence in
the performance of your duties hereunder, or by reason of your reckless
disregard of your obligations and duties hereunder.
5. This Agreement will become effective on the date hereof and
will remain in effect until __________, 1994 and thereafter for successive
twelve-month periods (computed from each August 1), provided that such
continuation is specifically approved at least annually by vote of our Board of
Directors and of a majority of those of our directors who are not interested
persons (as defined in the Act) and have no direct or indirect financial
interest in the operation of the Plan or in any agreements related to the Plan,
cast in person at a meeting called for the purpose of voting on this Agreement.
This Agreement may be terminated at any time, without the payment of any
penalty, by vote of a majority of our entire Board of Directors, or by a vote of
a majority of our Directors who are not interested persons (as defined in the
Act) and who have no direct or indirect financial interest in the operation of
the Plan or in any agreement related to the Plan, or by vote of a majority of
our outstanding voting securities, as defined in the Act, on sixty days' written
notice to you, or by you on sixty days' written notice to us.
6. This Agreement may not be transferred, assigned, sold or in
any manner hypothecated or pledged by you, and this Agreement shall terminate
automatically in the event of any such transfer, assignment, sale, hypothecation
or pledge by you. The terms "transfer", "assignment" and "sale" as used in this
paragraph shall have the meanings ascribed thereto by governing
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law and in applicable rules or regulations of the Securities and
Exchange Commission thereunder.
7. Except to the extent necessary to perform your obligations
hereunder, nothing herein shall be deemed to limit or restrict your right, or
the right of any of your officers, directors or employees who may also be a
director, officer or employee of ours, or of a person affiliated with us, as
defined in the Act, to engage in any other business or to devote time and
attention to the management or other aspects of any other business, whether of a
similar or dissimilar nature, or to render services of any kind to another
corporation, firm, individual or association.
If the foregoing is in accordance with your understanding,
will you kindly so indicate by signing and returning to us the enclosed copy
hereof.
Very truly yours,
LEBENTHAL FUNDS, INC.
Lebenthal New Jersey Municipal
Bond Fund
By:
Name:
Title:
ACCEPTED: ________ __, 1993
LEBENTHAL & CO., INC.
By: _________________________
Name:
Title:
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