FPA FUND DISTRIBUTORS, INC.
00000 XXXX XXXXXXX XXXXXXXXX-XXXXX 0000-XXX XXXXXXX, XXXXXXXXXX 00000
(000) 000-0000
SELLING GROUP AGREEMENT FOR FPA FUNDS
Gentlemen:
As the general distributor and agent for FPA Funds (hereinafter
referred to as the "Fund" or collectively as the "Funds"), we invite you to
become a member of the Selling Group to distribute the shares of the funds on
the following terms:
1. Orders for shares received from you and accepted by us will only be
at the public offering price applicable to each order as established by and
determined in accordance with the then effective Prospectus of the Funds. All
orders are subject to acceptance by us and both we and the Funds reserve the
right in our sole discretion to reject any order. The Funds also receive the
right to withhold or withdraw shares from sale temporarily or permanently. The
minimum purchase is as expressed in the applicable current prospectus and no
order for less than such amount will be accepted.
2. As members of the Selling Group, you will be allowed a discount from
the regular offering price in accordance with the Commission Schedule in effect
at the time of the order. The Commission Schedule may be amended from time to
time in our sole discretion. A description of the current Commission Schedule
and policies is attached hereto and is effective as of the date hereof. In the
event the Commission Schedule and policies are amended, we will promptly notify
you of the change.
3. The Funds encourage reinvestment of dividends and capital gain
distributions without sales charge, and no commission or compensation shall be
paid to you on account of any such reinvestment.
4. If any shares are repurchased by the Funds or by us, or are tendered
for redemption within seven business days after confirmation by us of the
original purchase order from you for such securities, you shall forthwith refund
to us (or forfeit) the full concession allowed to you on the original sale,
which (when received) is to be paid forthwith by us to the Funds with our share
of the sales charge on the original sale by us. We will notify you of such
repurchase or redemption within ten days of the date on which a request for
redemption or certificates for such securities are delivered to us or the Funds.
5. We reserve the right to cancel this Agreement at any time, without
notice, if any shares are offered for sale by you at less than the regular
offering price as determined by or for the Funds.
6. We generally are authorized on behalf of the Funds to repurchase
from you shares of the Funds offered by your customers for repurchase. Orders
for such repurchase price are determined in the manner described in the then
effective Prospectus for the Funds.
7. We will be pleased to furnish you, without charge, reasonable
quantities of the prospectuses, shareholders reports, application forms and
other sales material or supplemental literature issued or prepared by us or the
Funds from time to time.
8. As a member of the Selling group, you act as principal and are not
employed by us as broker, agent or employee; you are not authorized to act for
us nor to make any representations in our behalf; and in purchasing or selling
shares hereunder, you are entitled to rely only upon the information contained
in the then current prospectuses of the Funds. You shall forward to whom any
offer or sale of shares of the Funds is made, at or prior to the time of such
offer or sale, a copy of the then current prospectus with respect to such
shares. In the offer and sale of shares of the Funds you shall not use any
prospectus or supplemental literature not approved in writing by the Funds or
the Distributor. No person is authorized to make any representations concerning
shares of the Funds except those contained in the current prospectus of the
Funds as amended or supplemented. You also agree that every effort shall be made
by you to place orders on an investment basis.
9. Shares purchased shall be delivered or deposited by the Funds only
against receipt by the Funds of the purchase price in collected clearing house
funds, as specified from time to time by the Funds, subject to deduction for
your discount and our commission on such sale. If payment for the shares
purchased is not received
within three days after confirmation of your order, the sale may be cancelled
forthwith by us or the Funds, without any responsibility or liability on our
part or on the part of the Funds. At our option, we may sell the shares ordered
back to the Funds, in which case we may hold you responsible for any loss,
including loss of profit suffered by us, resulting from your failure to make
payment as aforesaid.
10. We shall have no responsibility for the qualification of shares for
sale under the laws regulating the sale of securities in any jurisdiction, and
shall not in any event be liable or responsible (except for liabilities arising
under the Securities Act of 1933) for the issue, form, validity, enforceability
or value of shares, nor for any matter in connection therewith. No obligation
not expressly assumed by us in this Agreement shall be implied therefrom. You
agree to sell shares of the Funds only in states in which you are authorized to
sell such shares and in which such shares are qualified for sale.
11. Each party to this Agreement represents that it is (an will
continue to be during the life of the Agreement) a member in good standing of
the National Association of Securities Dealers, Inc., and agrees to abide by the
Rules of Fair Practice of the Association. This Agreement shall be construed to
include among its terms each of the provisions required by Section 26 of the
said Rules of Fair Practice to be set forth in a sales agreement, and each party
agrees to be bound by such provisions. You also represent that you are a
properly registered or licensed broker or dealer under applicable federal and
state securities laws and regulations. You agree to notify is immediately if you
cease to be so registered or licensed or a member in good standing of the
Association.
12. Either party hereto may cancel this Agreement by written notice to
the other.
13. This agreement shall be binding upon receipt by us in Los Angeles,
California, of a duplicate copy duly accepted and signed by you, and shall be
construed in accordance with the laws of the State of California.
Dated:
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FPA FUND DISTRIBUTORS, INC.
By:
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The undersigned accepts your invitation to become a member of the
Selling Group and agrees to abide by the foregoing terms and conditions. The
undersigned acknowledges receipt of prospectuses for use in connection with this
offering.
Dated:
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(Dealer)
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By (Signature)
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Print Name
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Title
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Address
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Phone ( )
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CRD#
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Please return signed copies to:
FPA FUND DISTRIBUTORS, INC.
Mutual Fund Administration
11400 Xxxx Xxxxxxx Xxxxxxxxx, Xxxxx 0000
Xxx Xxxxxxx, Xxxxxxxxxx 00000
