TRANSFER, DIVIDEND DISBURSING, SHAREHOLDER SERVICE
AND PLAN AGENCY AGREEMENT
THIS AGREEMENT effective as of July 1, 1996 by and between FREMONT
MUTUAL FUNDS, INC., a Maryland corporation (the "Company"), and FREMONT
INVESTMENT ADVISORS, INC., a California corporation (the "T/A").
WITNESSETH THAT:
WHEREAS, the Company has been organized to operate as an open-end
management investment company registered under the Investment Company Act of
1940, as amended (the "1940 Act"); and
WHEREAS, the Company desires to appoint the T/A as its transfer
agent, dividend disbursing agent, shareholder service agent, plan agent and
shareholder purchase and redemption agent, and the T/A is willing to act in
such capacities upon the terms and conditions herein set forth;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein contained, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. APPOINTMENT OF TRANSFER AGENT.
The T/A is hereby appointed transfer agent for the shares of the
Company and dividend disbursing agent for the Company and shall also act as
plan agent, shareholder service agent and purchase and redemption agent for
shareholders of the Company, and the T/A accepts such appointment and agrees
to act in such capacities under the terms and conditions set forth herein.
2. DOCUMENTATION.
The Company will furnish from time to time the following
documents:
A. Each resolution of the Board of Directors of the Company
authorizing the original issue of its shares;
B. Each Registration Statement filed with the Securities and
Exchange Commission and amendments thereof;
C. A certified copy of each amendment to the Articles of
Incorporation and the Bylaws of the Company;
freinvad.agr
February 27, 1997
D. Certified copies of each resolution of the Board of Directors
authorizing officers to give instructions to the T/A;
E. Specimens of all new forms of share certificates accompanied
by Board of Directors' resolutions approving such forms;
F. Such other certificates, documents or opinions which the T/A
may, in its discretion, deem necessary or appropriate in the
proper performance of its duties;
G. Copies of all Underwriting and Dealer Agreements in effect;
H. Copies of all Advisory Agreements in effect; and
I. Copies of all documents relating to special investment or
withdrawal plans which are offered or may be offered in the
future by the Company and for which the T/A is to act as plan
agent.
3. T/A TO RECORD SHARES.
The T/A shall record the issuance of shares of the Company and
maintain pursuant to applicable rules of the Securities and Exchange
Commission a record of the total number of shares of the Company which are
authorized, issued and outstanding, based upon data provided to it by the
Company. The T/A shall also provide the Company on a regular basis or upon
reasonable request the total number of shares which are authorized, issued and
outstanding, based upon data provided to it by the Company. The T/A shall also
provide the Company on a regular basis or upon reasonable request the total
number of shares which are authorized, issued and outstanding, but shall have
no obligation when recording the issuance of the Company's shares, except as
otherwise set forth herein, to monitor the issuance of such shares or to take
cognizance of any laws relating to the issue or sale of such shares, which
functions shall be the sole responsibility of the Company.
4. T/A TO VALIDATE TRANSFERS.
Upon receipt of a proper request for transfer and upon surrender
to the T/A of certificates, if any, in proper form for transfer, the T/A shall
approve such transfer and shall take all necessary steps to effectuate the
transfer as indicated in the transfer request. Upon approval of the transfer,
the T/A shall notify the Company in writing or by computer report of each such
transaction and shall make appropriate entries on the shareholder records
maintained by the T/A.
5. SHARE CERTIFICATES.
If the Company authorizes the issuance of share certificates and
an investor requests a share certificate, the T/A will countersign and mail,
by first class mail, a share certificate to the investor at his address as set
forth on the transfer books of the Company, subject to any
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other instructions for delivery of certificates representing newly purchased
shares and subject to the limitation that no certificates representing newly
purchased shares shall be mailed to the investor until the cash purchase price
of such shares has been collected and credited to the account of the Company
maintained by the Custodian. The Company shall supply the T/A with a
sufficient supply of blank share certificates and from time to time shall
renew such supply upon request of the T/A. Such blank share certificates shall
be properly signed, manually or, if authorized by the Company, by facsimile;
and notwithstanding the death, resignation or removal of any officers of the
Company authorized to sign share certificates, the T/A may continue to
countersign certificates which bear the manual or facsimile signature of such
officer until otherwise directed by the Company. In case of the alleged loss
or destruction of any share certificate, no new certificate shall be issued in
lieu thereof, unless there shall first be furnished an appropriate bond
satisfactory to the T/A and the Company, and issued by a surety company
satisfactory to the T/A and the Company.
6. RECEIPT OF FUNDS.
Upon receipt of any check or other instrument drawn or endorsed
to it as agent for, or identified as being for the account of, the Company or
the principal underwriter of the Company (the "Underwriter"), the T/A shall
stamp the check or instrument with the date of receipt, determine the amount
thereof due the Company and the Underwriter, respectively, and shall forthwith
process the same for collection. Upon receipt of notification of receipt of
funds eligible for share purchases, the T/A shall notify the Company, at the
close of each business day, in writing of the amount of said funds credited to
the Company and deposited in its account with the Custodian.
7. PURCHASE ORDERS.
Upon receipt of a check or other order for the purchase of
shares of the Company, accompanied by sufficient information to enable the T/A
to establish a shareholder account, the T/A shall, as of the next
determination of net asset value after receipt of such order in accordance
with the Company's then current prospectus and statement of additional
information, compute the number of shares due to the shareholder, credit the
share account of the shareholder, subject to collection of the funds, with the
number of shares so purchased, shall notify the Company in writing or by
computer report at the close of each business day of such transactions and
shall mail to the shareholder and/or dealer of record a notice of such credit.
8. RETURNED CHECKS.
In the event that the T/A is notified by the Company's Custodian
that any check or other order for the payment of money is returned unpaid for
any reason, the T/A will:
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A. Give prompt notification to the Company and the Underwriter
of the non-payment of said check;
B. In the absence of other instructions from the Company or the
Underwriter, take such steps as may be necessary to redeem
any shares purchased on the basis of such returned check and
cause the proceeds of such redemption plus any dividends
declared with respect to such shares to be credited to the
account of the Company and to request the Company's Custodian
to forward such returned check to the person who originally
submitted the check; and
C. Notify the Company of such actions and correct the Company's
records maintained by the T/A pursuant to this Agreement.
9. DIVIDENDS AND DISTRIBUTIONS.
The Company shall furnish the T/A with appropriate evidence of
director action authorizing the declaration of dividends and other
distributions. The T/A shall establish procedures in accordance with the
Company's then current prospectus and statement of additional information and
with other authorized actions of the Company's Board of Directors under which
it will have available from the Custodian of the Company or the Company any
required information for each dividend and other distribution. After deducting
any amount required to be withheld by any applicable laws, the T/A shall, as
agent for each shareholder who so requests, invest the dividends and other
distributions in full and fractional shares in accordance with the Company's
then current prospectus and statement of additional information. If a
shareholder has elected to receive dividends or other distributions in cash,
then the T/A shall disburse dividends to shareholders of record in accordance
with the Company's then current prospectus and statement of additional
information. The T/A shall notify the Company and the Custodian of the
estimated amount of cash required to pay such dividend or distribution, and
the Company shall instruct the Custodian to make available sufficient funds
therefor in the appropriate account of the Company. The T/A shall mail to the
shareholders periodic statements, as requested by the Company, showing the
number of full and fractional shares and the net asset value per share of
shares so credited. The T/A shall prepare and file with the Internal Revenue
Service, and when required, shall address and mail to shareholders, such
returns and information relating to dividends and distributions paid by the
Company as are required to be so prepared, filed and mailed by applicable
laws, rules and regulations.
10. UNCLAIMED DIVIDENDS AND UNCLAIMED REDEMPTION PROCEEDS.
The T/A shall, at least annually, furnish in writing to the
Company the names and addresses, as shown in the shareholder accounts
maintained by the T/A, of all shareholders for which there are, as of the end
of the calendar year, dividends, distributions or redemption proceeds
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for which checks or share certificates mailed in payment of distributions have
been returned. The T/A shall use its best efforts to contact the shareholders
affected and to follow any other written instructions received from the
Company concerning the disposition of any such unclaimed dividends,
distributions or redemption proceeds.
11. REDEMPTIONS AND EXCHANGES.
A. The T/A shall process, in accordance with the Company's then
current prospectus and statement of additional information, each order for the
redemption of shares accepted by the T/A. Upon its approval of such redemption
transactions, the T/A shall mail to the shareholder and/or dealer of record a
confirmation showing trade date, number of full and fractional shares
redeemed, the price per share and the total redemption proceeds. For such
redemption, the T/A shall either: (a) prepare checks in the appropriate
amounts for signature by an authorized officer of the T/A and mail the checks
to the appropriate person, or (b) in the event redemption proceeds are to be
wired through the Federal Reserve Wire system or by bank wire, cause such
proceeds to be wired in federal funds to the bank account designated by the
shareholder, or (c) effectuate such other redemption procedures which are
authorized by the Company's Board of Directors or its then current prospectus
and statement of additional information. The requirements as to instruments of
transfer and other documentation, the applicable redemption price and the time
of payment shall be as provided in the then current prospectus and statement
of additional information, subject to such supplemental instructions as may be
furnished by the Company and accepted by the T/A. If the T/A or the Company
determines that a request for redemption does not comply with the requirements
for redemptions, the T/A shall promptly notify the shareholder and/or dealer
of record indicating the reason therefor.
B. If shares of the Company are eligible for exchange with
shares of any other investment company, the T/A, in accordance with the then
current prospectus and statement of additional information and exchange rules
of the Company and such other investment company, or such other investment
company's transfer agent, shall review and approve all exchange requests and
shall, on behalf of the Company's shareholders, process such approved exchange
requests.
C. The T/A shall notify the Custodian on each business day of
the amount of cash required to meet payments made pursuant to the provisions
of this Paragraph 11, and, on the basis of such notice, the Company shall give
standing instructions to the Custodian to make available sufficient funds
therefor in the appropriate account of the Company. Procedures for effecting
redemption orders accepted from shareholders or dealers of record by telephone
or other methods shall be established by mutual agreement between the T/A and
the Company consistent with the then current prospectus and statement of
additional information.
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D. The authority of the T/A to perform its responsibilities
under Xxxxxxxxx 0, Xxxxxxxxx 9 and this Paragraph 11 shall be suspended upon
receipt of notification by it of the suspension of the determination of the
Company's net asset value.
12. AUTOMATIC WITHDRAWAL PLANS.
The T/A will process automatic withdrawal orders pursuant to the
provisions of the withdrawal plans duly executed by shareholders and the
current prospectus and statement of additional information of the Company.
Payments upon such withdrawal order shall be made by the T/A from the
appropriate account maintained by the Company with the Custodian on
approximately the last business day of each month in which a payment has been
requested, and the T/A will withdraw from a shareholder's account and present
for repurchase or redemption as many shares as shall be sufficient to make
such withdrawal payment pursuant to the provisions of the shareholder's
withdrawal plan and the current prospectus and statement of additional
information of the Company. From time to time on new automatic withdrawal
plans a check for payment date already past may be issued upon request by the
shareholder.
13. WIRE-ORDER PURCHASES.
The T/A will send written confirmations to the dealers of record
containing all details of the wire-order purchases placed by each such dealer
by the close of business on the business day following receipt of such orders
by the T/A or the Underwriter. Upon receipt of any check drawn or endorsed to
the Company (or the T/A, as agent) or otherwise identified as being payment of
an outstanding wire-order, the T/A will stamp said check with the date of its
receipt and deposit the amount represented by such check to the T/A's deposit
accounts maintained with the Custodian. The T/A will compute the respective
portions of such deposit which represent the sales charge, if any, and the net
asset value of the shares so purchased, will cause the Custodian to transfer
federal funds in an amount equal to the net asset value of the shares so
purchased to the Company's account with the Custodian, and will notify the
Company and the Underwriter before noon of each business day of the total
amount deposited in the Company's deposit accounts, and in the event that
payment for a purchase order is not received by the T/A or the Custodian on
the tenth business day following receipt of the order, prepare an NASD "notice
of failure of dealer to make payment" and forward such notification to the
Underwriter.
14. OTHER PLANS.
The T/A will process such accumulation plans, group programs and
other plans or programs for investing in shares of the Company as are now
provided for in the Company's current prospectus and statement of additional
information and will act as plan agent for shareholders
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pursuant to the terms of such plans and programs duly executed by such
shareholders.
15. BOOKS AND RECORDS.
The T/A shall maintain records for each shareholder account
showing the following:
A. Names, addresses and tax identifying numbers;
B. Name of the dealer of record;
C. Number of shares held of each series;
D. Historical information regarding the account of each
shareholder, including dividends and distributions in cash or
invested in shares;
E. Information with respect to the source of all dividends and
distributions allocated among income, realized short-term
gains and realized long-term gains;
F. Any instructions from a shareholder including all forms
furnished by the Company and executed by a shareholder with
respect to (i) dividend or distribution elections and (ii)
elections with respect to payment options in connection with
the redemption of shares;
G. Any correspondence relating to the current maintenance of a
shareholder's account;
H. Certificate numbers and denominations for any shareholder
holding certificates;
I. Any stop or restraining order placed against a shareholder's
account;
J. Information with respect to withholding in the case of a
foreign account or any other account for which withholding is
required by the Internal Revenue Code of 1986, as amended;
and
K. Any information required in order for the T/A to perform the
calculations contemplated under this Agreement.
All of the records prepared and maintained by the T/A pursuant
to this Agreement will be the property of the Company. In the event this
Agreement is terminated, all records shall promptly be delivered to the
Company or to any person designated by the Company at the Company's expense,
notwithstanding the resolution of fee matters under Sections 23
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and 24,and the T/A shall be relieved of responsibility for the preparation and
maintenance of any such records delivered to the Company or any such person.
16. TAX RETURNS AND REPORTS.
The T/A will prepare in the appropriate form, file with the
Internal Revenue Service and appropriate state agencies and, if required, mail
to shareholders of the Company such returns for reporting dividends and
distributions paid by the Company as are required to be so prepared, filed and
mailed and shall withhold such sums as are required to be withheld under
applicable federal and state income tax laws, rules and regulations.
17. OTHER INFORMATION TO THE COMPANY.
Subject to such instructions, verification and approval of the
Custodian and the Company as shall be required by any agreement or applicable
law, the T/A will also maintain such records as shall be necessary to furnish
to the Company the following: annual shareholder meeting lists, proxy lists
and mailing materials, shareholder reports and confirmations and checks for
disbursing redemption proceeds, dividends and other distributions or expense
disbursements.
18. ACCESS TO SHAREHOLDER INFORMATION.
Upon request, the T/A shall arrange for the Company's investment
adviser to have direct access to shareholder information contained in the
T/A's computer system, including account balances, performance information and
such other information which is available to the T/A with respect to
shareholder accounts.
19. COOPERATION WITH ACCOUNTANTS.
The T/A shall cooperate with the Company's independent public
accountants and shall take all reasonable action in the performance of its
obligations under this Agreement to assure that the necessary information is
made available to such accountants for the expression of their unqualified
opinion where required for any document for the Company.
20. SHAREHOLDER SERVICE AND CORRESPONDENCE.
The T/A, to the reasonable satisfaction of the Company, will
provide and maintain adequate personnel, records and equipment to receive and
answer all shareholder and dealer inquiries relating to account status, share
purchases, redemptions and exchanges and other investment plans available to
Company shareholders. The T/A will answer written correspondence from
shareholders relating to their share accounts and such other written or oral
inquiries as may from time to time be mutually agreed upon, and the T/A will
notify the Company of any correspondence or inquiries which may require an
answer from the Company.
21. PROXIES.
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The T/A shall assist the Company in the mailing of proxy cards
and other material in connection with shareholder meetings of the Company,
shall receive, examine and tabulate returned proxies and shall, if requested
by the Company, provide at least one inspector of election to attend and
participate as required by law in shareholder meetings of the Company.
22. FURTHER ACTIONS.
Each party agrees to perform such further acts and execute such
further documents as are necessary to effectuate the purposes hereof.
23. FEES AND CHARGES.
For performing its services under this Agreement, each series of
the Company shall pay the T/A in accordance with the schedule attached hereto
as Schedule A. Fees shall be paid monthly in arrears. The Company shall
promptly reimburse the T/A for any out of pocket expenses which are to be paid
by the Company in accordance with Paragraph 24.
24. EXPENSES.
The T/A shall furnish, at its expense and without cost to the
Company (i) the services of its personnel to the extent that such services are
required to carry out its obligations under this Agreement and (ii) use of
data processing equipment. All costs and expenses not expressly assumed by the
T/A under this Paragraph 24 shall be paid by the Company, including, but not
limited to costs and expenses for postage, envelopes, checks, drafts,
continuous forms, reports, communications, statements and other materials,
telephone, telegraph and remote transmission lines, use of outside mailing
firms, necessary outside record storage, media for storage of records (e.g.,
microfilm, microfiche, computer tapes), printing, confirmations and any other
shareholder correspondence and any and all assessments, taxes or levies
assessed on the T/A for services provided under this Agreement.
25. COMPLIANCE WITH GOVERNMENTAL RULES AND REGULATIONS.
The parties hereto acknowledge and agree that nothing contained
herein shall be construed to require the T/A to perform any services for the
Company which services could cause MGF to be deemed an "investment adviser" of
the Company within the meaning of Section 2(a)(20) of the 1940 Act or to
supersede or contravene the prospectus or statement of additional information
of the Company or any provisions of the 1940 Act and the rules thereunder.
Except as otherwise provided in this Agreement and except for the accuracy of
information furnished to it by the T/A, the Company assumes full
responsibility for complying with all applicable requirements of the 1940 Act,
the Securities Act of 1933, as amended, and any other laws, rules and
regulations of governmental authorities having jurisdiction. The T/A agrees to
meet all standards of service and all
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other standards required of transfer agents under the Securities Exchange Act
of 1934, as amended.
26. REFERENCES TO THE T/A.
The Company shall not circulate any printed matter which
contains any reference to the T/A without the prior written approval of the
T/A, excepting solely such printed matter as merely identifies the T/A as
Transfer, Shareholder Servicing and Dividend Disbursing Agent. The Company
will submit printed matter requiring approval to the T/A in draft form,
allowing sufficient time for review by the T/A and its counsel prior to any
deadline for printing.
27. EQUIPMENT FAILURES.
In the event of equipment failures beyond the T/A's control, the
T/A shall take all steps necessary to minimize service interruptions but shall
have no liability except in the event of an equipment failure which occurs in
connection with the negligence of the T/A. The T/A shall endeavor to enter
into one or more agreements making provision for emergency use of electronic
data processing equipment to the extent appropriate equipment is available.
28. INDEMNIFICATION.
A. The T/A may rely on information reasonably believed by it to
be accurate and reliable. Except as may otherwise be required by the 1940 Act
and the rules thereunder, neither the T/A nor its shareholders, officers,
directors, employees, agents, control persons or affiliates of any thereof
shall be subject to any liability for, or any damages, expenses or losses
incurred by the Company in connection with, any error of judgment, mistake of
law, any act or omission connected with or arising out of any services
rendered under or payments made pursuant to this Agreement or any other matter
to which this Agreement relates, except by reason of willful misfeasance, bad
faith or gross negligence on the part of any such persons in the performance
of the duties of the T/A under this Agreement or by reason of reckless
disregard by any of such persons of the obligations and duties of the T/A
under this Agreement.
B. Notwithstanding any other provision of this Agreement, the
Company shall indemnify and hold harmless the T/A, its directors, officers,
employees, shareholders and agents from and against any and all claims,
demands, expenses and liabilities (whether with or without basis in fact or
law) of any and every nature which the T/A may sustain or incur or which may
be asserted against the T/A by any person by reason of, or as a result of: (i)
any action taken or omitted to be taken by the T/A in good faith in reliance
upon any certificate, instrument, order or share certificate believed by it to
be genuine and to be signed, countersigned or executed by any duly authorized
person, upon the oral instructions or written instructions of an authorized
person of the Company or upon the opinion of legal counsel for the Company or
its own counsel; or (ii) any action taken or omitted to be taken by the T/A in
connection with its
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appointment in good faith in reliance upon any law, act, regulation or
interpretation of the same even though the same may thereafter have been
altered, changed, amended or repealed. However, indemnification under this
subparagraph shall not apply to actions or omissions of the T/A or its
directors, officers, employees, shareholders or agents in cases of its or
their own gross negligence, willful misconduct, bad faith, or reckless
disregard of its or their own duties hereunder.
C. Notwithstanding any other provision of this Agreement, the T/A
shall indemnify and hold harmless the Company, its directors, officers,
employees, shareholders and agents from and against any and all claims,
demands, expenses and liabilities of any and every nature which the Company
may sustain or incur on which may be asserted against the Company by any
person by reason of, or as a result of, gross negligence, willful misconduct
or bad faith on the part of MGF or its directors, officers, employees, agents
or shareholders, or reckless disregard of its or their own duties hereunder.
29. TERMINATION.
A. The provisions of this Agreement shall be effective on the
date first above written, shall continue in effect for two years from that
date and shall continue in force from year to year thereafter, but only so
long as such continuance is approved (1) by the T/A, (2) by vote, cast in
person at a meeting called for the purpose, of a majority of the Company's
directors who are not parties to this Agreement or interested persons (as
defined in the 0000 Xxx) of any such party, and (3) by vote of a majority of
the Company's Board of Directors or a majority of the Company's outstanding
voting securities.
B. Either party may terminate this Agreement after the initial
term by giving the other party at least sixty (60) days' prior written notice
of such termination specifying the date fixed therefor. Upon termination of
this Agreement, the Company shall pay to the T/A such compensation as may be
due as of the date of such termination, and shall likewise reimburse the T/A
for any out-of-pocket expenses and disbursements reasonably incurred by the
T/A to such date.
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C. In the event that in connection with the termination of this
Agreement a successor to any of the T/A's duties or responsibilities under
this Agreement is designated by the Company by written notice to the T/A, the
T/A shall, promptly upon such termination and at the expense of the Company,
transfer all records maintained by the T/A under this Agreement and shall
cooperate in the transfer of such duties and responsibilities, including
provision for assistance from the T/A's cognizant personnel in the
establishment of books, records and other data by such successor.
30. SERVICES FOR OTHERS.
Nothing in this Agreement shall prevent the T/A or any
affiliated person (as defined in the 0000 Xxx) of the T/A from providing
services for any other person, firm or corporation (including other investment
companies); provided, however, that the T/A expressly represents that it will
undertake no activities which, in its judgment, will adversely affect the
performance of its obligations to the Company under this Agreement.
31. MISCELLANEOUS.
The captions in this Agreement are included for convenience of
reference only and in no way define or limit any of the provisions hereof or
otherwise affect their construction or effect.
32. SEVERABILITY.
In the event any provision of this Agreement is determined to be
void or unenforceable, such determination shall not affect the remainder of
this Agreement, which shall continue to be in force.
33. QUESTIONS OF INTERPRETATION.
This Agreement shall be governed by the laws of the State of
California. Any question of interpretation of any term or provision of this
Agreement having a counterpart in or otherwise derived from a term or
provision of the 1940 Act shall be resolved by reference to such term or
provision of the 1940 Act and to interpretations thereof, if any, by the
United States Courts or in the absence of any controlling decision of any such
court, by rules, regulations or orders of the Securities and Exchange
Commission issued pursuant to said 1940 Act. In addition, where the effect of
a requirement of the 1940 Act, reflected in any provision of this Agreement,
is revised by rule, regulation or order of the Securities and Exchange
Commission, such provision shall be deemed to incorporate the effect of such
rule, regulation or order.
34. NOTICES.
Any notices under this Agreement shall be in writing, addressed
and delivered or mailed postage paid to the other party at such address as
such other party may designate for the receipt of such notice. Until further
notice to the other party, it is agreed that the address of the Company for
this purpose shall be 00 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx,
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Xxxxxxxxxx 00000 and that the address of the T/A for this purpose shall be 00
Xxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000.
35. BINDING EFFECT.
Each of the undersigned expressly warrants and represents that
he has the full power and authority to sign this Agreement on behalf of the
party indicated, and that his signature will operate to bind the party
indicated to the foregoing terms.
36. COUNTERPARTS.
This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
37. RESOLUTION OF DISPUTES.
It is the intention of the parties to the extent possible to
resolve disputes without recourse to the judicial system. The parties agree
that as a condition precedent to the filing of any claim the parties and their
attorneys must confer in person at least twice in San Francisco, California,
in an effort to resolve or narrow any dispute. Such conferences must be held
within one month of receipt of notice of a dispute. Should such efforts not be
successful, any dispute between the parties shall be heard by the American
Arbitration Association at its offices in San Francisco, California. The
parties consent to the jurisdiction over them of the American Arbitration
Association. The fees and expenses, including actual attorneys' fees, of the
prevailing party shall be paid by the non-prevailing party.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed as of the day and year first above written.
FREMONT MUTUAL FUNDS, INC.
By:___________________________
Its:
FREMONT INVESTMENT ADVISORS, INC.
By:___________________________
Its:
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SCHEDULE A
COMPENSATION
As Transfer, Dividend Disbursing and
Shareholder Service Agent:
Fremont Global Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
Fremont Growth Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
Fremont California Intermediate payable monthly at
Tax-Free Fund: rate of $27/account
per year; subject to
minimum of $2,000 per month
Fremont Money Market Fund: payable monthly at
rate of $27/account
per year; subject to
minimum of $2,000 per month
Fremont Bond Fund: payable monthly at
rate of $27/account
per year; subject to
minimum of $2,000 per month
Fremont International Growth Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
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Fremont U.S. Micro-Cap Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
Fremont International Small Cap Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
Fremont Emerging Markets Fund: payable monthly at
rate of $24/account
per year; subject to
minimum of $2,000 per month
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