SERVICE AGREEMENT
THIS AGREEMENT is made and entered into this 20st day of November, 2000, by
and between STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, STATE FARM INDEMNITY
COMPANY, both Illinois corporations (collectively referred to as the "Auto
Companies"), STATE FARM VP MANAGEMENT CORP., a Delaware corporation and
wholly-owned subsidiary of State Farm Mutual Automobile Insurance Company
("Broker-dealer"), STATE FARM MUTUAL FUND TRUST, a Delaware business trust
("Trust"), and STATE FARM LIFE INSURANCE COMPANY ("Life Company").
WHEREAS, the Trust is registered as an open-end management investment
company which issues shares of beneficial interest in certain mutual funds
("Funds");
WHEREAS, Broker-dealer serves as principal underwriter under to the Trust
pursuant to a Distribution Agreement; and
NOW, THEREFORE, in consideration of their mutual promises, the Auto
Companies, Broker-dealer, Trust and Life Company agree as follows:
1. Broker-dealer shall have the right to use, and the Auto Companies and Life
Company shall make available for the use of Broker-dealer: (a) services of
employees of the Auto Companies and Life Company to be engaged in
Broker-dealer's operations as principal underwriter and distributor of the
Funds, and other administrative and clerical activities of Broker-dealer, for
periods to be agreed upon by Broker-dealer, the Trust, the Auto Companies and
Life Company, and (b) such administrative, clerical, stenographic, computer,
data processing and other support services and office supplies and equipment, as
may in each case be reasonably required by Broker-dealer in the performance of
its obligations as principal underwriter and distributor of the Funds under the
Distribution Agreement and any agreement amending or superseding that agreement.
2. The Auto Companies, Life Company, and the Broker-dealer acknowledge that
employees of the Auto Companies and the Life Company providing the services
contemplated by paragraph 1 shall be associated with Broker-dealer with respect
to their activities relating to the issuance, marketing, distribution and
administration of the Funds. The Auto Companies and Life Company acknowledge
that Broker-dealer shall have sole and exclusive supervision and control over
such associated persons with respect to those activities; in particular, without
limiting the foregoing, such associated persons shall report and be responsible
solely to the officers and directors of Broker-dealer or persons designated by
them in connection with their activities
related to the Broker-dealer's business.
3. Broker-dealer shall have the right to use, and the Auto Companies and/or Life
Company shall furnish for the use of Broker-dealer, such office space as is
reasonably needed by Broker-dealer in the performance of its obligations and
duties as principal underwriter and distributor of the Funds.
4. In performing services for Broker-dealer under this agreement, the employees
of the Auto Companies and Life Company may, to the full extent that they deem
appropriate, have access to and utilize statistical and financial data and other
information prepared for or contained in the files of the Auto Companies or Life
Company, and may make such information available to Broker-dealer.
5. The Auto Companies and Life Company shall have no responsibility for
Broker-dealer actions based upon information or advice given or obtained by or
through their respective employees; provided, however, that the foregoing shall
not be construed to relieve the Auto Companies or Life Company of any liability
to which any such company would otherwise be subject by reason of its willful
misfeasance, bad faith or gross negligence, in the performance of its duties
hereunder, or by reason of its reckless disregard of its obligations and duties
hereunder.
6. Broker-dealer agrees to reimburse the Auto Companies and Life Company for
costs of such services, supplies, equipment and facilities rendered to
Broker-dealer by such company.
7. This agreement shall become effective as of January 1, 2001, and continues in
effect until terminated by any party. Any party may terminate this agreement
upon sixty (60) days' written notice of each other party.
8. This agreement shall apply to the companies herein named and to any
subsequently created affiliate(s) of State Farm Mutual Automobile Insurance
Company which provide facilities or services to the Broker-dealer.
9. This agreement may be amended at any time by mutual consent of the parties.
10. Any notice under this agreement shall be in writing, addressed and delivered
or mailed postage prepaid to the other parties, at such addresses as such other
parties may designate for the receipt of such notices. Until further notice of
the other parties, it is agreed that the address of the Auto Companies,
Broker-dealer and Life Company for this purpose shall be Xxxxx Xxxxx Xxxx Xxxxx,
Xxxxxxxxxxx, Xxxxxxxx 00000.
11. No entity a party to this agreement shall disclose or use nonpublic personal
information (as defined in Rule 3(t) Regulation S-P) provided by any other party
to this agreement, except as necessary to carry out the purposes for which such
information is provided, including information that is used in accordance with
Rules 14 and 15 of Regulation S-P in the ordinary course of business.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed by their authorized officers designated below as the date
specified above.
STATE FARM MUTUAL AUTOMOBILE
INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxx, XX.
-----------------------
Name: Xxxxxx X. Xxxx, Xx.
Title: Chairman of the Board
STATE FARM INDEMNITY COMPANY
By: /s/ Xxxxx Xxxxxx
-----------------------
Name: Xxxxx Xxxxxx
Title: President
STATE FARM LIFE INSURANCE COMPANY
By: /s/ Xxxxx X. Xxxxxxxx
-----------------------
Name: Xxxxx X. Xxxxxxxx
Title: Executive Vice President
STATE FARM VP MANAGEMENT CORP.
By: /s/ Xxxxx X. Xxxxxx
-----------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President and
Treasurer
STATE FARM MUTUAL FUND TRUST
By: /s/ Xxxxx X. Xxxxxx
-----------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
3