EX 10.21
BOOKKEEPING AND ACCOUNTING AGREEMENT
This Agreement is made and entered into this 21st day of September, 1994 by
and between Accolade Funds, a Massachusetts business trust having its principal
place of business at 7900 Callaghan Road, San Antonio, Texas, hereinafter called
the "Fund" and United Shareholder Services, Inc., a corporation organized under
the laws of Texas having its principal place of business at the same address as
the Fund, hereinafter called "USSI".
SERVICES
The Fund hereby employs USSI: (1) to create, keep and maintain all books
and records required for the Fund by: Section 31 of the Investment Company Act
of 1940 (the "Act") and any Rules thereunder and any other applicable Rules
promulgated by the Securities and Exchange Commission for the keeping,
maintenance and preservation of specific records; and any applicable Federal or
state laws which may require the Fund to keep and maintain books and records;
and (2) to compute net asset value per share of the outstanding shares of the
Fund in compliance with Sections 2(a)(41) and 22(C) of the Act and Rules 2a-4
and 22c-1 thereunder.
FUND RECORDS
All records mentioned above shall be the property of the Fund and shall at
all times during the regular business hours of USSI be open for inspection by
duly authorized officers, employees or agents of the Fund and employees and
agents of the Securities and Exchange Commission or any other state or Federal
governmental agency having legal authority to inspect such books and records.
COMPENSATION
USSI, for performing the functions set forth above shall be compensated in
accordance with Exhibit A.
EFFECTIVE DATE
This Agreement shall become effective with respect to a Fund of the Fund as
of the date first written above (or, if a particular series or sub-trust of the
Fund is not in existence on that date, on the date an amendment to Exhibit B to
this Agreement relating to the Fund is executed).
TERMINATION
This Contract may be terminated by either party without penalty by giving
60 days written notice.
PERFORMANCE OF SERVICE
USSI shall exercise reasonable care in the performance of its duties under
this Agreement.
UNCONTROLLABLE EVENTS
USSI assumes no responsibility hereunder, and shall not be liable, for any
damage, loss of data, delay or any other loss whatsoever caused by events beyond
its reasonable control, including, without limitation, hardware and software
failures and pricing data provided by third persons. The foregoing does not
relieve USSI from acting in a commercially reasonable manner and using its best
efforts to recover from any such failure, delay or loss.
ASSIGNMENT
This Agreement and the rights and duties hereunder shall not be assignable
by either of the parties hereto except by the specific written consent of the
other party.
INTERPRETATION
This Agreement shall be interpreted under the laws of the State of Texas.
Words and phrases used herein shall be interpreted in accordance with the Act.
LIMITATION ON LIABILITY
The term "Accolade Funds" means and refers to the Trustees from time to
time serving under the Master Trust Agreement of the Fund dated April 15, 1993
as the same may subsequently thereto have been, or subsequently hereto be
amended. It is expressly agreed that the obligations of the Fund hereunder shall
not be binding upon any of the Trustees, shareholders, nominees, officers,
agents or employees of the Fund, personally, but bind only the assets and
property of the Fund, as provided in the Master Trust Agreement of the Fund. The
execution and delivery of this Agreement have been authorized by the Trustees of
the Fund and signed by an authorized officer of the Fund, acting as such, and
neither such authorization by such Trustees nor such execution and delivery by
such officer shall be deemed to have been made by any of them individually or to
impose any liability on any of them personally, but shall bind only the assets
and property of the Fund as provided in its Master Trust Agreement.
IN WITNESS WHEREOF, The parties have caused this Agreement to be signed by
their respective officials duly authorized, as of the day and year first above
written.
ACCOLADE FUNDS
/S/ Thomas Tays /S/ Bobby D. Duncan
Witness Bobby D. Duncan
Executive Vice President
UNITED SHAREHOLDER SERVICES, INC.
/S/ Thomas Tays /S/ Bobby D. Duncan
Witness Bobby D. Duncan
President
EXHIBIT A
TO
BOOKKEEPING AND ACCOUNTING AGREEMENT
BETWEEN
UNITED SHAREHOLDER SERVICES, INC.
AND
ACCOLADE FUNDS
FEES
USSI shall be entitled to receive a fee from Accolade Funds as calculated
herein for providing bookkeeping and accounting services to the BONNEL GROWTH
FUND sub-trusts (or mutual funds) set forth in Exhibit B.
0.03% of the first $250 million average net assets
0.02% of the next $250 million average net assets
0.01% of the average net assets in excess of $500 million subject to an
annual minimum fee of $24,000
Dated: As of September 21, 1994 UNITED SHAREHOLDER SERVICES, INC.
BY: /S/ Bobby D. Duncan
Bobby D. Duncan, President
ACCOLADE FUNDS
BY: /S/ Bobby D. Duncan
Bobby D. Duncan, Executive Vice President
EXHIBIT B
TO
BOOKKEEPING AND ACCOUNTING AGREEMENT
BETWEEN
UNITED SHAREHOLDER SERVICES, INC.
AND
ACCOLADE FUNDS
NAME OF FUND DATE SUBJECT TO AGREEMENT
- - - ------------ -------------------------
Bonnel Growth Fund September 21, 1994
Dated: As of September 21, 1994 UNITED SHAREHOLDER SERVICES, INC.
BY: /S/ Bobby D. Duncan
Bobby D. Duncan, President
ACCOLADE FUNDS
BY: /S/ Bobby D. Duncan
Bobby D. Duncan, Executive Vice President