FUND ACCOUNTING SERVICE AGREEMENT
between
FIRST PACIFIC MUTUAL FUND, INC.
and
AMERICAN DATA SERVICES, INC.
INDEX
1. DUTIES OF ADS........................................................3
2. COMPENSATION OF ADS..................................................4
3. LIMITATION OF LIABILITY OF ADS ......................................4
4. REPORTS..............................................................5
5. ACTIVITIES OF ADS....................................................5
6. ACCOUNTS AND RECORDS.................................................5
7. CONFIDENTIALITY......................................................5
8. DURATION AND TERMINATION OF THIS AGREEMENT...........................5
9. ASSIGNMENT...........................................................6
10. NEW YORK LAWS TO APPLY..............................................6
11. AMENDMENTS TO THIS AGREEMENT........................................6
12. MERGER OF AGREEMENT.................................................6
13. NOTICES.............................................................6
SCHEDULE A...............................................................7
(A) FUND ACCOUNTING SERVICE FEE.........................................7
(B) EXPENSES............................................................7
(C) SPECIAL REPORTS.....................................................7
(D) CONVERSION CHARGE...................................................8
SCHEDULE B...............................................................9
FUND ACCOUNTING SCHEDULE
AGREEMENT made the 1st day of October, 1998, by and between First Pacific
Mutual Fund, Inc., a Maryland Corporation, having its principal office and
place of business at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, #▇-▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(the "Fund"), and American Data Services, Inc., a New York corporation having
its principal office and place of business at the Hauppauge Corporate Center,
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ("ADS").
WHEREAS, the Fund is a diversified, open-end management investment company
registered with the United State Securities and Exchange Commission under
the Investment Company Act of 1940, as amended, (the "1940 Act"); and
WHEREAS, ADS is a corporation experienced in providing accounting services
to mutual funds and possesses facilities sufficient to provide such services;
and
WHEREAS, the Fund desires to avail itself of the experience, assistance and
facilities of ADS and to have ADS perform for the Fund certain services
appropriate to the operations of the Fund, and ADS is willing to furnish
such services in accordance with the terms hereinafter set forth.
TERMS
NOW, THEREFORE, in consideration of the promises and mutual covenants
hereinafter contained, the Fund and ADS hereby agree as follows:
1. DUTIES OF ADS.
ADS will provide the Fund with the necessary office space, communication
facilities and personnel to perform the following services for the Fund:
(a) Timely calculate and transmit to NASDAQ the Fund s daily net asset
value and communicate such value to the Fund and its transfer agent;
(b) Maintain and keep current all books and records of the Fund as
required by Rule 31a-1 under the 1940 Act, as such rule or any successor
rule may be amended from time to time ( Rule 31a-1 ), that are applicable
to the fulfillment of ADS s duties hereunder, as well as any other documents
necessary or advisable for compliance with applicable regulations as may be
mutually agreed to between the Fund and ADS. Without limiting the
generality of the foregoing, ADS will prepare and maintain the following
records upon receipt of information in proper form from the Fund or its
authorized agents:
* Cash receipts journal
* Cash disbursements journal
* Dividend record
* Purchase and sales - portfolio securities journals
* Subscription and redemption journals
* Security ledgers
* Broker ledger
* General ledger
* Daily expense accruals
* Daily income accruals
* Securities and monies borrowed or loaned and collateral therefore
* Foreign currency journals
* Trial balances
(c) Provide the Fund and its investment adviser with daily portfolio
valuation, net asset value calculation and other standard operational
reports as requested from time to time.
(d) Provide all raw data available from our fund accounting system (PAIRS)
for management's or the administrators preparation of the following:
1. Semi-annual financial statements
2. Semi-annual form N-SAR
3. Annual tax returns
4. Financial data necessary to update form N-1A
5. Annual proxy statement
(e) Provide facilities to accommodate annual audit and any audits or
examinations conducted by the Securities and Exchange Commission or any
other governmental or quasi-governmental entities with jurisdiction.
ADS shall for all purposes herein be deemed to be an independent contractor
and shall, unless otherwise expressly provided or authorized, have no
authority to act for or represent the Fund in any way or otherwise be
deemed an agent of the Fund.
2. COMPENSATION OF ADS.
In consideration of the services to be performed by ADS as set forth
herein for each portfolio listed in Schedule B, ADS shall be entitled to
receive compensation and reimbursement for all reasonable out-of-pocket
expenses. The Fund agrees to pay ADS the fees and reimbursement of
out-of-pocket expenses as set forth in the fee schedule attached hereto
as Schedule A.
3. LIMITATION OF LIABILITY OF ADS.
(a) ADS shall be held to the exercise of reasonable care in carrying out
the provisions of the Agreement, but shall be without liability to the Fund
for any action taken or omitted by it in good faith without gross negligence,
bad faith, willful misconduct or reckless disregard of its duties hereunder.
It shall be entitled to rely upon and may act upon the accounting records
and reports generated by the Fund, advice of the Fund, or of counsel for the
Fund and upon statements of the Fund s independent accountants, and shall be
without liability for any action reasonably taken or omitted pursuant to
such records and reports or advice, provided that such action is not, to
the knowledge of ADS, in violation of applicable federal or state laws or
regulations, and provided further that such action is taken without gross
negligence, bad faith, willful misconduct or reckless disregard of its
duties.
(b) Nothing herein contained shall be construed to protect ADS against any
liability to the Fund or its security holders to which ADS shall otherwise be
subject by reason of willful misfeasance, bad faith, gross negligence in the
performance of its duties on behalf of the Fund, reckless disregard of ADS
obligations and duties under this Agreement or the willful violation of any
applicable law.
(c) Except as may otherwise be provided by applicable law, neither ADS nor
its stockholders, officers, directors, employees or agents shall be subject
to, and the Fund shall indemnify and hold such persons harmless from and
against, any liability for and any damages, expenses or losses incurred by
reason of the inaccuracy of information furnished to ADS by the Fund or its
authorized agents.
4. REPORTS.
(a) The Fund shall provide to ADS on a quarterly basis a report of a
duly authorized officer of the Fund representing that all information
furnished to ADS during the preceding quarter was true, complete
and correct in all material respects. ADS shall not be responsible for
the accuracy of any information furnished to it by the Fund or its
authorized agents, and the Fund shall hold ADS harmless in regard to any
liability incurred by reason of the inaccuracy of such information.
(b) Whenever, in the course of performing its duties under this Agreement,
ADS determines, on the basis of information supplied to ADS by the Fund or
its authorized agents, that a violation of applicable law has occurred or
that, to its knowledge, a possible violation of applicable law may have
occurred or, with the passage of time, would occur, ADS shall promptly
notify the Fund and its counsel of such violation.
5. ACTIVITIES OF ADS.
The services of ADS under this Agreement are not to be deemed exclusive,
and ADS shall be free to render similar services to others so long as its
services hereunder are not impaired thereby.
6. ACCOUNTS AND RECORDS.
The accounts and records maintained by ADS shall be the property of the
Fund, and shall be surrendered to the Fund, at the expense of the Fund,
promptly upon request by the Fund, provided that all service fees and
expenses charged by ADS in the performance of its duties hereunder have
been fully paid to the satisfaction of ADS, in the form in which such
accounts and records have been maintained or preserved. ADS agrees to
maintain a back-up set of accounts and records of the Fund (which back-up
set shall be updated on at least a weekly basis) at a location other than
that where the original accounts and records are stored. ADS shall assist
the Fund's independent auditors, or, upon approval of the Fund, any
regulatory body, in any requested review of the Fund s accounts and records.
ADS shall preserve the accounts and records as they are required to be
maintained and preserved by Rule 31a-1.
7. CONFIDENTIALITY.
ADS agrees that it will, on behalf of itself and its officers and employees,
treat all transactions contemplated by this Agreement, and all other
information germane thereto, as confidential and not to be disclosed to any
person except as may be authorized by the Fund.
8. DURATION AND TERMINATION OF THIS AGREEMENT.
This Agreement shall become effective as of the date hereof and shall
remain in force for a period of three (3) years, provided however, that
both parties to this Agreement have the option to terminate the Agreement,
without penalty, upon ninety (90) days prior written notice.
Should the Fund exercise its right to terminate, all out-of-pocket expenses
associated with the movement of records and material will be borne by the
Fund. Additionally, ADS reserves the right to charge for any other
reasonable expenses associated with such termination.
9. ASSIGNMENT.
This Agreement shall extend to and shall be binding upon the parties hereto
and their respective successors and assigns; provided, however, that this
Agreement shall not be assignable by the Fund without the prior written
consent of ADS, or by ADS without the prior written consent of the Fund.
10. NEW YORK LAWS TO APPLY.
The provisions of this Agreement shall be construed and interpreted in
accordance with the laws of the State of New York as at the time in effect
and the applicable provisions of the 1940 Act. To the extent that the
applicable law of the State of New York, or any of the provisions herein,
conflict with the applicable provisions of the 1940 Act, the latter shall
control.
11. AMENDMENTS TO THIS AGREEMENT.
This Agreement may be amended by the parties hereto only if such amendment
is in writing and signed by both parties.
12. MERGER OF AGREEMENT.
This Agreement constitutes the entire agreement between the parties hereto
and supersedes any prior agreement with respect to the subject matter hereof
whether oral or written.
13. NOTICES.
All notices and other communications hereunder shall be in writing, shall be
deemed to have been given when received or when sent by telex or facsimile,
and shall be given to the following addresses (or such other addresses as to
which notice is given):
To the Fund: To ADS:
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President President
First Pacific Mutual Fund, Inc. American Data Services, Inc.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first above written.
FIRST PACIFIC MUTUAL FUND, INC. AMERICAN DATA SERVICES, INC.
By: \S\ ▇▇▇▇▇ ▇.▇. ▇▇▇ By: \S\ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇.▇. ▇▇▇, President ▇▇▇▇▇▇▇ ▇▇▇▇▇, President
SCHEDULE A
(a) FUND ACCOUNTING SERVICE FEE:
For the services rendered by ADS in its capacity as fund accounting agent,
as specified in Paragraph 1. DUTIES OF ADS, the Fund shall pay ADS within
ten (10) days after receipt of an invoice from ADS at the beginning of each
month, a fee equal to:
MONTHLY FEE
Calculated Fee Will Be Based Upon Prior Month Combined Average Net Assets for
the Portfolios listed in Schedule B of this Agreement ( Average Net Assets ):
(No prorating partial months)
10/1/98 through 9/30/00
First $125 million of Average Net Assets - $5,000
All Average Net Assets in excess of $125 million $5,000 plus 1/12th of
0.02% (2 basis points)
10/1/00 through 9/30/03
First $150 million of Average Net Assets - $6,667
All Average Net Assets in excess of $150 million $6,667 plus 1/12th of
0.02% (2 basis points)
MULTI-CLASS PROCESSING CHARGE
$300 per month will be charged for each additional class of stock per
portfolio.
(b) EXPENSES.
The Fund shall reimburse ADS for any out-of-pocket expenses, exclusive of
salaries, advanced by ADS in connection with but not limited to the printing
or filing of documents for the Fund, travel, telephone, quotation services
(currently (1) $0.12 per equity valuation, $0.60 per bond valuation, and
1.50 for each foreign quotation or manual quote insertion), facsimile
transmissions, stationary and supplies, record storage, NASDAQ insertion
fee ($22 (1) per month), prorata portion of annual SAS 70 review, postage,
telex, and courier charges, incurred in connection with the performance of
its duties hereunder. ADS shall provide the Fund with a monthly invoice of
such expenses and the Fund shall reimburse ADS within fifteen (15) days
after receipt thereof.
(1) Rate subject to change on 30 days notice.
(c) SPECIAL REPORTS.
All reports and/or analyses requested by the Fund, its auditors, legal
counsel, portfolio manager, or any regulatory agency having jurisdiction
over the Fund, that are not in the normal course of fund accounting
activities as specified in Section 1 of this Agreement shall be subject
to an additional charge, agreed upon in advance, based upon the following
rates:
Labor:
Senior staff - $150.000/hr.
Junior staff - $75.00/hr.
Computer time - $45.00/hr.
(d) CONVERSION CHARGE.
NOTE: FOR EXISTING FUNDS ONLY (new funds please ignore):
There will be no service charge for ADS to convert the records of the
Portfolios listed in Schedule B of the Agreement. However, ADS will be
reimbursed for all out-of-pocket expenses, enumerated in paragraph (b)
above, incurred during the conversion process.
SCHEDULE B:
PORTFOLIOS TO BE SERVICED UNDER THIS AGREEMENT:
First Hawaii Municipal Bond Fund
First Hawaii Intermediate Municipal Fund
First Idaho Tax-Free Fund
ACCOUNTING SERVICES AGREEMENT
THIS AGREEMENT, dated as of the 1st day of June, 1994, amended January 29,
1996, made by and between First Pacific Mutual Fund, Inc., (the Fund) a
corporation operating as an open-end management company, duly organized and
existing under the laws of the State of Maryland, and First Pacific
Recordkeeping, Inc. (the "Company") a corporation duly organized and
existing under the laws of the State of Delaware.
WITNESSETH THAT:
WHEREAS, the Fund consists of a series of Funds, at present namely: First
Hawaii Municipal Bond Fund, First Hawaii Intermediate Municipal Fund and
First Idaho Tax-Free Fund.
WHEREAS, the Fund desires to appoint the Company as its Accounting Services
Agent to maintain and keep current the books, accounts, records, journals or
other records of original entry relating to the business of the Fund as set
forth in Section 2 of this Agreement (the "Accounts and Records") and to
perform certain other functions in connection with such accounts and
records; and
WHEREAS, the Company is willing to perform such functions upon the terms
and conditions set forth below; and
WHEREAS, the Fund will cause to be provided certain information to the
Company as set forth below; and
WHEREAS, the Company shall perform the duties of transfer agent and
dividend disbursing agent pursuant to a separate agreement ("Shareholder
Services Agreement").
NOW, THEREFORE, in consideration of the premises and mutual covenants herein
contained, the parties hereto, intending to be legally bound, do hereby agree
as follows:
Section 1. The Fund shall promptly turn over to the Company such of
the Accounts and Records previously maintained by or for it as are necessary
for the Company to perform its functions under this Agreement. The Fund
authorizes the Company to rely on such Accounts and Records turned over to
it and hereby indemnifies and holds the Company, its successors and assigns,
harmless of and from any and all expenses, damages, claims, suits
liabilities, actions, demands and losses whatsoever arising out of or in
connection with any error, omission, inaccuracy or other deficiency of such
Accounts and Records or in the failure of the Fund to provide any portion of
such or to provide any information needed by the Company to knowledgeably
perform its functions.
Section 2. To the extent it receives the necessary information from the
Fund or its agents by Written or Oral Instructions, the Company shall maintain
and keep current the following Accounts and Records relating to the business
of the Fund, in such form as may be mutually agreed to between the Fund and
the Company:
(a) Cash Receipts Journal
(b) Cash Disbursements Journal
(c) Dividends Paid Record
(d) Subscription and Redemption Journals
(e) Daily Expense Accruals
(f) Daily Interest Accruals
Unless necessary information to perform the above functions is furnished by
Written or Oral Instructions to the Company daily, prior to 4:00 pm Eastern
Standard Time (the close of trading on the New York Stock Exchange), and the
calculation of the Fund's net asset value as provided below, the Company
shall incur no liability, and the Fund shall indemnify and hold harmless the
Company from and against any liability arising from any failure to provide
complete information or from any discrepancy between the information received
by the Company and used in such calculations and any subsequent information
received from the Fund or any of its designated Agents.
Section 3. The Company shall perform the ministerial calculations
necessary to calculate the Fund's net asset value daily, in accordance with
the Fund's current prospectus and utilizing the information described in
this Section. Portfolio items for which market quotations are available by
the Company's use of automated financial information ("Service") shall be
based on the closing prices of such Service except where the Fund has
given or caused to be given specific Written or Oral Instructions to
utilize a different value. All of the portfolio securities shall be given
such values as the Fund provides by Written or Oral Instructions including
all foreign securities, restricted securities and other securities
requiring valuation not readily ascertainable solely by such Service.
The Company shall have no responsibility or liability for the accuracy of
prices quoted by such Services; for the accuracy of the information
supplied by the Fund; or for any loss, liability, damage, or cost arising
out of any inaccuracy of such data. The Company shall have no responsibility
or duty to include information or valuations to be provided by the Fund in
any computation unless and until it is timely supplied to the Company in
usable form. Unless the necessary information to calculate the net asset
value daily is furnished by Written or Oral Instructions from the Fund, the
Company shall incur no liability, and the Fund shall indemnify and hold
harmless the Company from and against any liability arising from any failure
to provide complete information or from any discrepancy between the
information received by the Company and used in such calculation and any
subsequent information received from the Fund or any of its designated
agents.
Section 4. For all purposes under this Agreement, the Company is
authorized to act upon receipt of the first of any Written or Oral
Instruction it receives from the Fund or its agents on behalf of the Fund.
In cases where the first instruction is an Oral Instruction that is not in
the form of a document or written record, a confirmatory Written Instruction
or Oral Instruction in the form of a document or written record, a
confirmatory Written Instruction or Oral Instruction in the form of a
document or written record shall be delivered, and in cases where the
Company receives an Instruction, whether Written or Oral, to enter
a portfolio transaction on the records, the Fund shall cause the
Broker-Dealer to send a written confirmation to the Company. The Company
shall be entitled to rely on the first Instruction received, and for any act
or omission undertaken in compliance therewith shall be free of liability
and fully indemnified and held harmless by the Fund, provided however,
that in the event a Written or Oral Instruction received by the Company
is countermanded by a timely later Written or Oral Instruction received
by the Company prior to acting upon such countermanded Instruction, the
Company shall act upon such later Written or Oral Instruction. The sole
obligation of the Company with respect to any follow-up or confirmatory
Written Instruction, Oral Instruction in documentary or written form, or
Broker-Dealer written confirmation shall be to make reasonable efforts to
detect any discrepancy between the original Instruction and such
confirmation and to report such discrepancy to the Fund. The Fund shall
be responsible, at the Fund's expense, for taking any action, including
any reprocessing, necessary to correct any discrepancy or error, and to
the extent such action requires the Company to act, the Fund shall give
the Company specific Written Instruction as to the action required.
Section 5. At the end of each month, the Fund shall cause the
Custodian to forward to the Company a monthly statement of cash and
portfolio transactions, which will be reconciled with the Company's
Accounts and Records maintained for the Fund. The Company will report
any discrepancies to the Custodian, and report any unreconciled items
to the Fund.
Section 6. The Company shall promptly supply daily and periodic
reports of the Fund as requested by the Fund and agreed upon by the Company.
Section 7. The Fund shall and shall require each of its agents
(including without limitation its Transfer Agent and its Custodian) to
provide the Company as of the close of each Business Day, or on such other
schedule as the Fund determines is necessary, with Written or Oral
Instructions (to be delivered to the Company by 10:00 am the next following
business day) containing all data and information necessary for the Company
to maintain the Fund's Accounts and Records and the Company may conclusively
assume that the information it receives by Written or Oral Instructions is
complete and accurate. The Fund is responsible to provide or cause to be
provided to the Company reports of share purchases, redemptions, and total
shares outstanding on the next business day after each net asset valuation.
Section 8. The Accounts and Records, in the agreed upon format,
maintained by the Company shall be the property of the Fund, and shall be
made available to the Fund promptly upon request and shall be maintained
for the periods prescribed in Rule 31(a)-2 of the Investment Company Act of
1940, as amended. The Company shall assist the Fund's independent auditors,
or upon approval of the Fund, or upon demand, any regulatory body,
in any requested review of the Fund's Accounts and Records but shall be
reimbursed for all expenses and employee time invested in any such review
of the Fund's Accounts and Records outside of routine and normal periodic
reviews. Upon receipt from the Fund of the necessary information, the
Company shall supply the necessary data for the Fund or accountant's
completion of any necessary tax returns, questionnaires, periodic reports
to shareholders and such other reports and information requests as the Fund
and the Company shall agree upon from time to time.
Section 9. The Company and the Fund may from time to time adopt such
procedures as they agree upon in writing, and the Company may conclusively
assume that any procedure approved by the Fund or directed by the Fund, does
not conflict with or violate any requirements of its Prospectus, Articles of
Incorporation, By-Laws, or any rule or regulation of any regulatory body or
governmental agency. The Fund shall be responsible for notifying the
Company of any changes in regulations or rules which might necessitate
changes in the Company's procedures, and for working out with the Company
such changes.
Section 10. (a) The Company, its directors, officers, employees,
shareholders and agents shall not be liable for any error of judgement or
mistake of law or for any loss suffered by the Fund in connection with the
performance of this Agreement, except a loss resulting from willful
misfeasance, bad faith or gross negligence on the part of the Company
in the performance of its obligations and duties under this Agreement.
(b) Any person, even though also a director, officer, employee,
shareholder or agent of the Company, who may be or become an officer,
trustee, employee or agent of the Fund, shall be deemed, when rendering
services to the Fund or acting on any business of the Fund (other than
services or business in connection with the Company's duties hereunder),
to be rendering such services to or acting solely for the Fund and not as
a director, officer, employee, shareholder or agent of, or one under the
control or direction of the Company even though paid by it.
(c) Notwithstanding any other provision of this Agreement, the
Fund 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 (whether with or without basis in fact or
law) of any and every nature which the Company may sustain or incur or which
may be asserted against the Company by any person by reason of, or as a
result of: (i) any action taken or omitted to be taken by the Company
in good faith hereunder; (ii) in reliance upon any certificate, instrument,
order or stock certificate or other document reasonably 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 Fund or upon the opinion of legal counsel for the Fund or its
own counsel; or (iii) any action taken or omitted to be taken by the
Company in connection with its 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 Company or its directors, officers, employees,
shareholders or agents in cases of its or their own negligence, willful
misconduct, bad faith, or reckless disregard of its or their own duties
hereunder.
(d) The Company shall give written notice to the Fund within
twenty (20) business days of receipt by the Company of a written assertion
or claim of any threatened or pending legal proceeding which may be subject
to this indemnification. However, the failure to notify the Fund of such
written assertion or claim shall not operate in any manner whatsoever to
relieve the Fund of any liability arising from this Section or otherwise.
(e) For any legal proceeding giving rise to this indemnification,
the Fund shall be entitled to defend or prosecute any claim in the name of
the Company at its own expense and through counsel of its own choosing if it
gives written notice to the Company within twenty (20) business days of
receiving notice of such claim. Notwithstanding the foregoing, the Company
may participate in the litigation at its own expense through counsel of its
own choosing. If the Fund does choose to defend or prosecute such claim,
then the parties shall cooperate in the defense or prosecution thereof
and shall furnish such records and other information as are reasonably
necessary.
(f) The Fund shall not settle any claim without the Company's
express written consent which shall not be unreasonably withheld. The
Company shall not settle any claim without the Fund's express written
consent which shall not be unreasonably withheld.
Section 11. All financial data provided to, processed by, and reported
by the Company under this Agreement shall be stated in United States dollars
or currency. The Company shall have no obligation to convert to, equate, or
deal in foreign currencies or values, and expressly assumes no liability for
any currency conversion or equation computations relating to the affairs of
the Fund.
Section 12. The Fund agrees to pay the Company, within 15 days from the
execution date of this Agreement, an amount equal to reasonable costs and
expenses (including counsel fees), incurred by the Company in connection
with the transfer of the services subject to this Agreement to the Company
from the Fund.
Section 13. The Fund agrees to pay the Company compensation for its
services and to reimburse it for expenses, as set forth in Schedule A
attached hereto, or as shall be set forth in amendments to such Schedule
approved by the Fund and Company. The Fund authorizes the Company to debit
the Fund's custody account for invoices which are rendered for the services
performed for the accounting agent function. The invoices for the service
will be sent to the Fund after the debiting with the indication the payment
has been made.
Section 14. Nothing contained in this Agreement is intended to or shall
require the Company, in any capacity hereunder, to perform any functions or
duties on any holiday, day of special observance or any other day on which
the Custodian or the New York Stock Exchange is closed. Functions or duties
normally scheduled to be performed on such days shall be performed on, and
as of, the next succeeding business day on which both the New York Stock
Exchange and the Custodian are open. Notwithstanding the foregoing, the
Company shall compute the net asset value of the Fund on each day required
pursuant to Rule 22c-1 promulgated under the Investment Act of 1940.
Section 15. This Agreement may be executed in two or more counterparts,
each of which, when so executed shall be deemed to be an original, but such
counterparts shall together constitute but one and the same instrument.
Section 16. The terms defined in Section 1 of the Shareholder Services
Agreement shall have the same meanings wherever used in this Agreement.
The Fund shall file with the Company a certified copy of each resolution
of its Board of Directors authorizing execution of Written Instructions or
the transmittal of Oral Instructions as provided in Section 1 of the
Shareholder Services Agreement.
Section 17. The Fund or the Company may give written notice to the other
of the termination of this Agreement, such termination to take effect at the
time specified in the notice not less than 120 days after the giving of the
notice. Upon the effective termination date, subject to payment to the
Company by the Fund of all amounts due to the Company as of said date, the
Company shall make available to the Fund or its designated recordkeeping
successor, all of the records of the Fund maintained under this Agreement
then in the Company's possession.
Section 18. Any notice or other communication required by or permitted
to be given in connection with this Agreement shall be in writing, and shall
be delivered in person or sent by first class mail, postage prepaid to the
respective parties as follows:
If to the Fund:
First Pacific Mutual Fund, Inc.
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Attention: ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
If to the Company:
First Pacific Recordkeeping, Inc.
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▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
Section 19. This Agreement may be amended from time to time by
supplemental agreements executed by the Fund and the Company.
Section 20. This Agreement shall be governed by the laws of the State
of Hawaii.
SCHEDULE A
ACCOUNTING AND PORTFOLIO VALUATION SERVICES AND FEES
First Hawaii Municipal Bond Fund
First Hawaii Intermediate Municipal Fund
First Idaho Tax-Free Fund
Accounting Services:
1.) Compute net asset value (and offering price) per share, daily.
2.) Maintain security ledger.
3.) Maintain general ledger.
4.) Prepare and submit to client:
Daily: Trial Balance.
Portfolio Pricing Report or interest evaluation (money market
funds).
Cash Availability.
Monthly: Statement of Assets and Liabilities.
Statement of Operations.
Statement of Changes in Net Assets.
Summary of Purchases.
Summary of Sales.
Schedule of Brokerage Commissions.
Schedule of Principal Trade Transactions.
Semi- In addition to monthly reports, Statement of Investments and
Annually: a draft of footnotes.
Annually: Schedules supporting securities and shareholder transactions,
income and expense accrual during the year.
Portfolio Pricing Services:
1.) Update the daily market value of securities held by Fund.
The following pricing is included in the fee quoted:
Listed Securities:
Traded: Closing price.
Untraded: Mean, bid or ask.
NASDAQ National Market Issues:
Traded: Closing price.
Untraded: Mean, bid or ask.
Other Over-the-Counter Securities:
Traded: Mean, bid or ask.
Untraded: Mean bid or ask.
2.) Monitor securities held for stock splits, stock dividends, mergers,
spin-offs. (Domestic securities only).
3.) Determine gain or loss on security trades.
SCHEDULE A (continued)
NSAR Reporting Services:
Prepare answers to the following items (if applicable):
2, 12B, 20, 21, 22, 23, 28, 30A, 31, 32, 35, 36, 37, 38, 40, 41,
42, 43, 53, 55, 62, 63, ▇▇▇, ▇▇, ▇▇, ▇▇, ▇▇, ▇▇, ▇▇.
Yield Calculation:
Provide up to 12 reports per year to reflect the yield calculation changes
to Rule 482 required by the SEC effective July 1, 1988.
$1,000.00 per year per portfolio.
Bond Quotation Fee (If Applicable):
Corporate Bonds: $ .50 Per Quote Per Bond
Municipal Bonds: $ .75 Per Quote Per Bond
Cost of copying and sending material to auditors for off-site audits will
be an additional expense.
Annual Fee Schedule: (1/12th payable monthly)
$21,500 Minimum to $20 Million of Average Net Assets
.000325 On Next $30 Million of Average Net Assets
.00026 On Next $50 Million of Average Net Assets
.000195 On Next $100 Million of Average Net Assets
.0001625 Over $200 Million of Average Net Assets
A.) Securities Transaction Charge: (Payable Monthly)
Book Entry DTC or
Federal Book Entry $12.00
Physical (Mutual Fund Trades) $22.50
GNMA $23.00
Options $17.50
(Should an option expire, our transaction fee will be only $12.00.)
Mortgage Backed Securities -
Principal Pay Down Per Pool $10.00
Security Lending $17.00
Now Account $12.00
B.) When Issued, Securities Lending, Index Futures: Should each of these
investment vehicles require separate segregated custody accounts, there will
be a fee of $250.00 per account per month.
C.) Out-of Pocket Expenses: The Fund will reimburse the custodian
monthly for all out- of-pocket expenses, i.e. postage, stationary,
insurance, retention of records, conversion, etc. and expenses in the
development of agreements between the Company and the Custodian.
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed by
their duly authorized officers and their Corporate seals hereunto duly
affixed and attested, as of the day and year first above written.
FIRST PACIFIC MUTUAL FUND, INC.
By: \S\ ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇, President
[Corporate Seal]
Attest: \S\ ▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇, Secretary
FIRST PACIFIC RECORDKEEPING, INC.
By: \S\ ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇, President
[Corporate Seal]
Attest: \S\ ▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇, Secretary
AMENDMENT TO ACCOUNTING SERVICES AGREEMENT
Dated October 15, 1998
In accordance with Section 17 of the Accounting Services Agreement dated
June 1, 1994, written notice is hereby given that effective November 23,
1998, First Pacific Recordkeeping, Inc. will terminate this Accounting
Services Agreement. Upon the effective termination date, subject to payment
to the Company by the Fund of all amounts due to the Company of said date,
the Company shall make available to the Fund or its designated recordkeeping
successor, all of the records of the Fund maintained under this Agreement
then in the Company's possession.
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed by
their duly authorized officers and their Corporate seals hereunto duly
affixed and attested, as of the day and year first above written.
FIRST PACIFIC MUTUAL FUND, INC.
By: \S\ ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇, President
[Corporate Seal]
Attest: \S\ ▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇, Secretary
FIRST PACIFIC RECORDKEEPING, INC.
By: \S\ ▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇
▇▇▇▇▇▇▇▇ ▇.▇. ▇▇▇, President
[Corporate Seal]
Attest: \S\ ▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇, Secretary