SERVICES AGREEMENT
AGREEMENT made as of the ____ day of _______, 1997, by and between Deutsche
Family of Funds, Inc. (the Company), the series of which are listed on Exhibit
1, as may be amended from time to time (individually referred to herein as a
"Fund" and collectively as "Funds"), having their principal office and place of
business at Federated Xxxxxxxxx Xxxxx, Xxxxxxxxxx, XX 00000-0000 and having
approved a Distribution and Services Plan (the "Plan") and Deutsche Fund
Management, Inc., a Delaware corporation, having its principal office and place
of business at 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000
("DFM").
1. The Funds hereby appoint DFM to render or cause to be rendered personal
and other services to shareholders of the classes of shares of the Funds set for
on Exhibit 1 ("Classes"), including (a) performing personal services relating to
shareholder accounts, including answering shareholder inquiries and providing
reports and other information to shareholders and financial institutions
("Financial Institutions") and performing other services related to the
maintenance of shareholder accounts (collectively, "Shareholder Services"), (b)
making payments to Financial Institutions that perform Shareholder Services, (c)
coordinating the activities of Financial Institutions that perform Shareholder
Services and providing Fund information to shareholders, potential investors and
Financial Institutions, and (d) performing other services related to the
foregoing which, in its best judgment (subject to the supervision of the Board
of Directors of the Company) are necessary or desirable for shareholders of the
Classes (collectively, "Services"). DFM hereby accepts such appointment. DFM
further agrees to provide the Funds, upon request, a written description of the
Services which DFM is providing hereunder. Any payment made by DFM to Financial
Institutions with funds received as services fees hereunder will be made
pursuant to the Mutual Funds Sales and Service Agreement entered into by DFM and
the Company's Distributor with such Financial Institution.
2. During the term of this Agreement, each Fund will pay DFM and DFM agrees
to accept as full compensation for its services rendered hereunder a services
fee at an annual rate, calculated daily and payable monthly, of 0.25% of the
average net assets of each Class listed on Exhibit 1.
For the payment period in which this Agreement becomes effective or
terminates with respect to any Fund, there shall be an appropriate proration of
the monthly fee on the basis of the number of days that this Agreement is in
effect with respect to such Fund during the month.
3. This Agreement shall continue in effect for one year from the date of
its execution, and thereafter for successive periods of one year only if this
DEUTSCHE FAMILY OF FUNDS 1 1997
Agreement is approved with respect to each Class at least annually by the Board
of the Company, including a majority of the members of the Board with respect to
each Class who are not interested persons of the Company (within the meaning of
the Investment Company Act of 1940, as amended (the "1940 Act")) and have no
direct or indirect financial interest in the operation of the Funds' Plan or in
any related agreements ("Independent Board Members") cast in person at a meeting
called for that purpose.
4. Notwithstanding paragraph 3, this Agreement may be terminated
with respect to any Class as follows:
(a) at any time, without the payment of any penalty, by the vote
of a majority of the Independent Board Members or by a vote
of a majority of the outstanding voting securities of such
Class as defined in the Investment Company Act of 1940 on
sixty (60) days' written notice to the parties to this
Agreement;
(b) automatically in the event of the Agreement's assignment as
defined in the 1940 Act; and
(c) by any party to the Agreement without cause by giving the
other party at least sixty (60) days' written notice of its
intention to terminate.
5. DFM agrees to obtain any taxpayer identification number certification
from each shareholder of the Classes to which it provides Services that is
required under Section 3406 of the Internal Revenue Code, and any applicable
Treasury regulations, and to provide the Company or its designee with timely
written notice of any failure to obtain such taxpayer identification number
certification in order to enable the implementation of any required backup
withholding.
6. DFM shall not be liable for any error of judgment or mistake of law or
for any loss suffered by any Fund in connection with the matters to which this
Agreement relates, except a loss resulting from willful misfeasance, bad faith
or gross negligence on its part in the performance of its duties or from
reckless disregard by it of its obligations and duties under this Agreement. DFM
shall be entitled to rely on and may act upon advice of counsel (who may be
counsel for such Fund) on all matters, and shall be without liability for any
action reasonably taken or omitted pursuant to such advice. Any person, even
though also an officer, trustee, partner, employee or agent of DFM, who may be
or become a member of the Company's Board or an officer, employee or agent,
shall be deemed, when rendering services to a Fund or acting on any business of
such Fund (other than services or business in connection with the duties of DFM
hereunder) to be rendering such services to or acting solely for such Fund and
not as an officer, trustee, partner, employee or agent or one under the control
or direction of DFM even though paid by DFM.
DEUTSCHE FAMILY OF FUNDS 2 1997
This Section 6 shall survive termination of this Agreement.
7. No provision of this Agreement may be changed, waived, discharged or
terminated orally, but only by an instrument in writing signed by the party
against which an enforcement of the change, waiver, discharge or termination is
sought.
8. Notices of any kind to be given hereunder shall be in writing (including
facsimile communication) and shall be duly given if delivered to any Fund and to
such Fund at the following address: Federated Xxxxxxxxx Xxxxx, Xxxxxxxxxx, XX
00000-0000 and if delivered to DFM at 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx, Xxx Xxxx,
Xxx Xxxx 00000, Attention: President.
9. This Agreement constitutes the entire agreement between the parties
hereto and supersedes any prior agreement with respect to the subject hereof
whether oral or written. If any provision of this Agreement shall be held or
made invalid by a court or regulatory agency decision, statute, rule or
otherwise, the remainder of this Agreement shall not be affected thereby.
Subject to the provisions of Sections 3 and 4, hereof, this Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and their
respective successors and shall be governed by Pennsylvania law; provided,
however, that nothing herein shall be construed in a manner inconsistent with
the 1940 Act or any rule or regulation promulgated by the Securities and
Exchange Commission thereunder.
10. This Agreement may be executed by different parties on separate
counterparts, each of which, when so executed and delivered, shall be an
original, and all such counterparts shall together constitute one and the same
instrument.
11. This Agreement shall not be assigned by any party without the prior
written consent of DFM in the case of assignment by the Company, or of the
Company in the case of assignment by DFM, except that any party may assign to a
successor all of or a substantial portion of its business to a party
controlling, controlled by, or under common control with such party. Nothing in
this Section 11 shall prevent DFM from delegating its responsibilities to
another entity to the extent provided herein.
12. DFM acknowledges that this Agreement is a "related agreement" with
respect to the Plan within the meaning of Rule 12b-1 under the 1940 Act and
agrees to comply with the terms and conditions applicable to this Agreement
under Rule 12b-1 and the Plan.
DEUTSCHE FAMILY OF FUNDS 3 1997
IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by their officers designated below as of the day and
year first above written.
Attest: Deutsche Family of Funds, Inc.
By:
Title:
Attest: Deutsche Fund Management, Inc.
By:
Title:
DEUTSCHE FAMILY OF FUNDS 4 1997
EXHIBIT 1
DEUTSCHE EUROPEAN MID-CAP FUND, CLASS A AND CLASS B SHARES
DEUTSCHE GERMAN EQUITY FUND, CLASS A AND CLASS B SHARES
DEUTSCHE JAPANESE EQUITY FUND, CLASS A AND CLASS B SHARES
DEUTSCHE GLOBAL BOND FUND, CLASS A AND CLASS B SHARES
DEUTSCHE GERMAN BOND FUND, CLASS A AND CLASS B SHARES
DEUTSCHE TOP 50 WORLD, CLASS A AND CLASS B SHARES
DEUTSCHE TOP 50 EUROPE, CLASS A AND CLASS B SHARES
DEUTSCHE TOP 50 ASIA, CLASS A AND CLASS B SHARES
DEUTSCHE TOP 50 US, CLASS A AND CLASS B SHARES
DEUTSCHE U.S. MONEY MARKET FUND, RETAIL CLASS SHARES
DEUTSCHE FAMILY OF FUNDS 5 1997
