ADMINISTRATION AND ACCOUNTING SERVICING AGREEMENT
THIS AGREEMENT is made and entered into this ____ day of
______________, 2006, by and between CITIGROUP ALTERNATIVE INVESTMENTS TRUST
(the "Trust"), a Delaware statutory trust, on behalf of its series, CITIGROUP
ALTERNATIVE INVESTMENTS TAX ADVANTAGED SHORT TERM FUND (the "Fund") and U.S.
BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").
WHEREAS, the Trust is registered under the Investment Company Act of
1940, as amended (the "1940 Act"), as a closed-end management investment
company, and is authorized to issue shares of beneficial interest in separate
series, with each such series representing interests in a separate portfolio of
securities and other assets;
WHEREAS, the investment portfolio of the Fund is managed by Citigroup
Alternative Investments LLC (in such capacity, the "Advisor");
WHEREAS, USBFS is, among other things, in the business of providing
fund administration and accounting services for the benefit of its customers;
and
WHEREAS, the Trust desires to retain USBFS to provide fund
administration and accounting services to the Fund listed on Exhibit A hereto.
NOW, THEREFORE, in consideration of the promises and mutual covenants
herein contained, and other good and valuable consideration, the receipt of
which is hereby acknowledged, the parties hereto, intending to be legally bound,
do hereby agree as follows:
1. Appointment of USBFS as Administrator and Accountant
The Trust hereby appoints USBFS as administrator and accountant of the
Fund on the terms and conditions set forth in this Agreement, and USBFS
hereby accepts such appointment and agrees to perform the services and
duties set forth in this Agreement. The services and duties of USBFS
shall be confined to those matters expressly set forth herein, and no
implied duties are assumed by or may be asserted against USBFS
hereunder.
2. Services and Duties of USBFS as Administrator
USBFS shall provide the following administration services to the Fund:
A. General Fund Management:
1) Act as liaison among all Fund service providers to the extent
requested by the Fund.
2) Supply:
a. Office facilities (which may be in USBFS' or its affiliate's
own offices).
b. Non-investment-related statistical and research data as
needed.
3) To the extent requested by the Fund, coordinate the Trust's
Board of Trustees' (the "Board of Trustees" or the "Trustees")
communications, such as:
a. Prepare reports for the Board of Trustees based on financial
and administrative data.
b. Evaluate independent auditor.
c. Secure and monitor fidelity bond and director and officer
liability coverage, and make the necessary Securities and
Exchange Commission (the "SEC") filings thereto.
d. Provide personnel to serve as officers of the Trust if so
elected by the Board of Trustees, attend Board of Trustees
meetings and present materials for Trustees' review at such
meetings.
4) Audits:
a. Prepare appropriate schedules and assist independent
auditors.
b. Provide information to the SEC and facilitate audit process.
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c. Provide office facilities.
B. Compliance:
1) Monitor compliance with the 1940 Act requirements, including:
a. Total return, SEC yield calculations and leverage limits.
b. Code of Ethics requirements for the disinterested Trustees
of the Fund.
c. Maintenance of books and records under Rule 31a-3.
2) Monitor Fund's compliance with the policies and investment
limitations of the Fund as set forth in the offering memorandum
of the Fund.
3) Perform its duties hereunder in compliance with all applicable
laws and regulations and provide any sub-certifications
reasonably requested by the Trust in connection with any
certification required of the Trust pursuant to the
▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 (the "SOX Act") or any rules or
regulations promulgated by the SEC thereunder, provided the
same shall not be deemed to change USBFS' standard of care set
forth herein.
4) Monitor the Fund's status as a regulated investment company
under Subchapter M, as agreed upon by the Fund and USBFS,
including without limitation, review of the following:
a. Asset diversification requirements.
b. Qualifying income requirements.
c. Distribution requirements.
5) Reasonably cooperate with the Chief Compliance Officer (the
"CCO") of the Trust in respect of the CCO's initial and
periodic reviews of the aspects of USBFS' compliance program
relevant to the Trust and provide prompt reporting to the CCO
of material compliance matters relevant thereto (as the same
are defined for purposes of Rule 38a.1 under the 1940 Act).
6) Maintain awareness of applicable regulatory and operational
service issues and recommend dispositions.
C. SEC Registration and Reporting. To the extent requested by the
Fund:
1) Prepare and file annual and semiannual reports, Forms N-SAR,
N-CSR, Form N-Q and N-PX filings.
2) File fidelity bond under Rule 17g-1.
3) File shareholder reports under Rule 30b2-1.
D. Financial Reporting:
1) Supervise the Trust's custodian and fund accountants in the
maintenance of the Trust's general ledger and in the
preparation of the Fund's financial statements, including
oversight of expense accruals and payments, of the
determination of net asset value of the Trust's shares, and of
the declaration and payment of dividends and other
distributions to shareholders.
2) Compute the total return and expense ratio of the Fund and the
Fund's portfolio turnover rate.
3) Monitor the expense accruals and notify the Trust's management
of any proposed adjustments.
4) Prepare semi-annual financial statements, which include with
out limitation the following items:
a. Schedule of Investments.
b. Statement of Assets and Liabilities.
c. Statement of Operations.
d. Statement of Changes in Net Assets.
e. Statement of Cash Flows.
5) Coordinate certification requirements pursuant to the
▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act.
E. Tax Reporting. Subject to approval by the Fund:
1) Prepare and file on a timely basis appropriate state property
tax returns including any necessary schedules.
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2) Prepare and file on a timely basis appropriate federal and
state tax returns including, without limitation, Forms
1120/8610 with any necessary schedules.
3) Prepare state income breakdowns where relevant.
4) File Form 1099 Miscellaneous payments to Trustees and other
service providers.
5) Monitor tax items requiring special treatment, including wash
sales losses in accordance with Section 1091 of the Code,
straddles (Code Section 1092), 1256 contracts, constructive
sales (Code Section 1259), short sales (Code Section 1233),
foreign currency gain and loss (Code Section 988), foreign
taxes paid, and passive foreign investment company interests,
qualified dividend income and/or such other items requested by
the Fund.
6) Calculate eligible dividend income for corporate shareholders.
7) Calculate required distributions (including excise tax
distributions).
3. Services and Duties of USBFS as Accountant
A. Portfolio Accounting:
1) Maintain portfolio records as of trade date (trade date for the
last day of a fiscal year if required by the Fund's auditors)
basis using security trade information communicated from the
Advisor.
2) Identify interest and dividend accrual balances as of each
valuation date and calculate gross earnings on investments for
each accounting period.
3) Determine gain/loss on security sales in accordance with the
Governing Documents [DEFINED? - should this be the prospectus?]
and identify them as short-term or long-term; account for
periodic distributions of gains or losses to Shareholders of
the Fund (the "Shareholders") and maintain undistributed gain
or loss balances as of each valuation date.
4) Calculate the Management Fee (as those terms are defined in the
Governing Documents),any sub-advisory fee, sales charge and
monitor for compliance with the expense limitation arrangement
as set forth in the Governing Documents.
5) As of the last business day of each month within 5 business
days of the last day of the month, calculate the expense
accrual amounts in accordance with the Governing Documents or
otherwise as directed by the Company as to methodology, rate or
dollar amount.
6) Process and record payments for Fund expenses upon receipt of
written authorization from the Fund.
7) As of the last business day of each month within 5 business
days of the last day of the month, determine the net asset
value of the Fund according to the accounting policies and
procedures set forth in the Governing Documents.
8) Reconcile cash and investment balances of the Fund with the
Trust's custodian.
9) Prepare monthly reports which document the adequacy of the
accounting detail to support month-end ledger balances.
10) Prepare and provide various statistical data relating to the
Fund as requested on an ongoing basis, including security
transactions listings and portfolio valuations.
B. Unitized Company Accounting:
1) Account for Fund capital contributions and withdrawals on a
timely basis in accordance with the Governing Documents.
2) Calculate per Share net asset value, per Share net earnings,
and other per Share amounts reflective of the Fund's operations
at such time as required by the nature and characteristics of
the Fund (or as specified in the Governing Documents).
3) Communicate, within 5 business days of the last day of the
month, the per Share price for the last business day of the
month.
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4) Record each monthly dividend accrual amount for ex-dividend
date purposes and based upon such amount, calculate accrued
dividends per share and based upon such amount, calculate
accrued dividends per share.
4. Pricing of Securities
For the last business day of each month date, USBFS shall obtain
prices from a pricing source recommended by USBFS and approved by
the Fund and apply those prices to the portfolio positions the
Fund, consistent with the provisions of the Governing Documents.
For those securities where market quotations are not readily
available, the Advisor shall approve, in good faith, procedures
for determining the fair value for such securities.
If the Advisor desires to provide a price that varies from the
price provided by the pricing source, the Advisor shall promptly
notify and supply USBFS with the price of any such security on
each valuation date. All pricing changes made by the Company will
be in writing and must specifically identify the securities to be
changed by CUSIP, name of security, new price or rate to be
applied, and, if applicable, the time period for which the new
price(s) is/are effective.
Notwithstanding anything to the contrary in Section 8 below, as
more fully provided in this paragraph, USBFS shall reimburse the
Fund and its Shareholders for losses due to NAV Differences (as
defined below) arising out of, or relating to, USBFS' refusal or
failure to comply with the terms of this Agreement or from its bad
faith, negligence or willful misconduct in the performance of its
duties under this Agreement. Specifically, USBFS shall reimburse
for any net losses during each NAV Error Period (as defined below)
resulting from an NAV Difference that is at least $0.10 per Fund
Share and that, as a percentage of Recalculated NAV (as defined
below) of such Fund, is at least 1/2 of 1%; provided, however,
that USBFS shall not be responsible for reimbursing any Fund
Shareholder experiencing a loss during any such NAV Error Period
of less than $25. In providing reimbursement to the Fund and any
Fund Shareholder, USBFS shall, at its option, in good faith but in
consultation with the Trust, either make direct payment limited to
the amount of the NAV Differences for the applicable Fund and any
Fund Shareholder, or will reprocess the Shareholder transactions
affected by the NAV Differences. NAV Differences and any liability
of USBFS therefrom are to be calculated each time the Fund's net
asset value per Share is calculated. For purposes of calculating
USBFS' liability hereunder, gains shall offset losses within each
NAV Error Period and future losses; however, net gains shall not
be carried back to offset losses in a prior NAV Error Period. For
purposes of this paragraph:
(i) "NAV Error Period" means any month during which any
NAV Difference exists.
(ii) "NAV Difference" means the difference between the
Recalculated NAV and the net asset value per Share at
which a given purchase or redemption is effected,
divided by the Recalculated NAV with respect to such
purchase or redemption.
(iii) "Recalculated NAV" means the net asset value per Share
at which a Shareholder purchase or redemption should
have been effected.
5. Changes in Accounting Procedures
Any changes to the Governing Documents that affect accounting
practices and procedures under this Agreement shall be effective
upon written receipt of notice and acceptance by USBFS.
6. Changes in Equipment, Systems, Etc.
USBFS reserves the right to make changes from time to time, as it
deems advisable, relating to its systems, programs, rules,
operating schedules and equipment, so long as such changes do not
adversely affect the services provided to the Fund under this
Agreement.
7. Compensation
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USBFS shall be compensated for providing the services set forth in
this Agreement in accordance with the fee schedule set forth on
Exhibit B hereto (as amended from time to time). USBFS shall also
be compensated for such out-of-pocket expenses (e.g.,
telecommunication charges, postage and delivery charges, and
reproduction charges) as are reasonably incurred by USBFS in
performing its duties hereunder. The Trust shall pay all such fees
and reimbursable expenses within 30 calendar days following
receipt of the billing notice, except for any fee or expense
subject to a good faith dispute. The Trust shall notify USBFS in
writing within 30 calendar days following receipt of each invoice
if the Trust is disputing any amounts in good faith. The Trust
shall pay such disputed amounts within 10 calendar days of the day
on which the parties agree to the amount to be paid. With the
exception of any fee or expense the Trust is disputing in good
faith as set forth above, unpaid invoices shall accrue a finance
charge of 1 1/2% per month after the due date. Notwithstanding
anything to the contrary, amounts owed by the Trust to USBFS shall
only be paid out of the assets and property of the particular Fund
involved.
8. Representations and Warranties
A. The Trust hereby represents and warrants to USBFS, which
representations and warranties shall be deemed to be continuing
throughout the term of this Agreement, that:
(1) It is duly organized and existing under the laws of
the jurisdiction of its organization, with full power
to carry on its business as now conducted, to enter
into this Agreement and to perform its obligations
hereunder;
(2) This Agreement has been duly authorized, executed and
delivered by the Trust in accordance with all
requisite action and constitutes a valid and legally
binding obligation of the Trust, enforceable in
accordance with its terms, subject to bankruptcy,
insolvency, reorganization, moratorium and other laws
of general application affecting the rights and
remedies of creditors and secured parties; and
(3) It is conducting its business in compliance in all
material respects with all applicable laws and
regulations, both state and federal, and has obtained
all regulatory approvals necessary to carry on its
business as now conducted; there is no statute, rule,
regulation, order or judgment binding on it and no
provision of its charter, bylaws or any contract
binding it or affecting its property which would
prohibit its execution or performance of this
Agreement.
B. USBFS hereby represents and warrants to the Trust, which
representations and warranties shall be deemed to be continuing
throughout the term of this Agreement, that:
(1) It is duly organized and existing under the laws of
the jurisdiction of its organization, with full power
to carry on its business as now conducted, to enter
into this Agreement and to perform its obligations
hereunder;
(2) This Agreement has been duly authorized, executed and
delivered by USBFS in accordance with all requisite
action and constitutes a valid and legally binding
obligation of USBFS, enforceable in accordance with
its terms, subject to bankruptcy, insolvency,
reorganization, moratorium and other laws of general
application affecting the rights and remedies of
creditors and secured parties; and
(3) It is conducting its business in compliance in all
material respects with all applicable laws and
regulations, both state and federal, and has obtained
all regulatory approvals necessary to carry on its
business as now conducted; there is no statute, rule,
regulation, order or judgment binding on it and no
provision of its charter, bylaws or any contract
binding it or affecting its property which would
prohibit its execution or performance of this
Agreement.
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9. Standard of Care; Indemnification; Limitation of Liability
A. USBFS shall exercise reasonable care in the performance of its
duties under this Agreement. USBFS shall not be liable for any
error of judgment or mistake of law or for any loss suffered by
the Trust in connection with its duties under this Agreement,
including losses resulting from mechanical breakdowns or the
failure of communication or power supplies beyond USBFS' control,
except a loss arising out of or relating to USBFS' refusal or
failure to comply with the terms of this Agreement or from its bad
faith, negligence, or willful misconduct in the performance of its
duties under this Agreement. Notwithstanding any other provision
of this Agreement, if USBFS has exercised reasonable care in the
performance of its duties under this Agreement, the Trust shall
indemnify and hold harmless USBFS from and against any and all
claims, demands, losses, expenses, and liabilities of any and
every nature (including reasonable attorneys' fees) that USBFS may
sustain or incur or that may be asserted against USBFS by any
person arising out of any action taken or omitted to be taken by
it in performing the services hereunder (i) in accordance with the
foregoing standards, or (ii) in reliance upon any written or oral
instruction provided to USBFS by any duly authorized officer of
the Trust, as approved by the Board of Trustees of the Trust,
except for any and all claims, demands, losses, expenses, and
liabilities arising out of or relating to USBFS' refusal or
failure to comply with the terms of this Agreement or from its bad
faith, negligence or willful misconduct in the performance of its
duties under this Agreement. This indemnity shall be a continuing
obligation of the Trust, its successors and assigns,
notwithstanding the termination of this Agreement. As used in this
paragraph, the term "USBFS" shall include USBFS' directors,
officers and employees.
USBFS shall indemnify and hold the Trust harmless from and against
any and all claims, demands, losses, expenses, and liabilities of
any and every nature (including reasonable attorneys' fees) that
the Trust may sustain or incur or that may be asserted against the
Trust by any person arising out of any action taken or omitted to
be taken by USBFS as a result of USBFS' refusal or failure to
comply with the terms of this Agreement, or from its bad faith,
negligence, or willful misconduct in the performance of its duties
under this Agreement. This indemnity shall be a continuing
obligation of USBFS, its successors and assigns, notwithstanding
the termination of this Agreement. As used in this paragraph, the
term "Trust" shall include the Trust's directors, officers and
employees.
Neither party to this Agreement shall be liable to the other party
for consequential, special or punitive damages under any provision
of this Agreement.
In the event of a mechanical breakdown or failure of communication
or power supplies beyond its control, USBFS shall take all
reasonable steps to minimize service interruptions for any period
that such interruption continues. USBFS will make every reasonable
effort to restore any lost or damaged data and correct any errors
resulting from such a breakdown at the expense of USBFS. USBFS
agrees that it shall, at all times, have reasonable contingency
plans with appropriate parties, making reasonable provision for
emergency use of electrical data processing equipment to the
extent appropriate equipment is available. Representatives of the
Trust shall be entitled to inspect USBFS' premises and operating
capabilities at any time during regular business hours of USBFS,
upon reasonable notice to USBFS. Moreover, USBFS shall provide the
Trust, at such times as the Trust may reasonably require, copies
of reports rendered by independent accountants on the internal
controls and procedures of USBFS relating to the services provided
by USBFS under this Agreement.
Notwithstanding the above, USBFS reserves the right to reprocess
and correct administrative errors at its own expense.
B. In order that the indemnification provisions contained in this
section shall apply, it is understood that if in any case the
indemnitor may be asked to indemnify or hold the indemnitee
harmless, the indemnitor shall be fully and promptly advised of
all pertinent facts concerning the situation in question, and it
is further understood that the indemnitee will use all reasonable
care to notify the
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indemnitor promptly concerning any situation that presents or
appears likely to present the probability of a claim for
indemnification. The indemnitor shall have the option to defend
the indemnitee against any claim that may be the subject of this
indemnification. In the event that the indemnitor so elects, it
will so notify the indemnitee and thereupon the indemnitor shall
take over complete defense of the claim, and the indemnitee shall
in such situation initiate no further legal or other expenses for
which it shall seek indemnification under this section. The
indemnitee shall in no case confess any claim or make any
compromise in any case in which the indemnitor will be asked to
indemnify the indemnitee except with the indemnitor's prior
written consent.
C. The indemnity and defense provisions set forth in this Section 9
shall indefinitely survive the termination and/or assignment of
this Agreement.
D. If USBFS is acting in another capacity for the Trust pursuant to a
separate agreement, nothing herein shall be deemed to relieve
USBFS of any of its obligations in such other capacity.
E. Any amounts owed by the Trust to USBFS under this Section 9 shall
only be paid out of the assets and property of the particular Fund
involved.
10. Notification of Error
The Fund will notify USBFS of any balancing or control errors caused by
USBFS upon the later to occur of: (i) three business days after receipt
of any reports rendered by USBFS to the Fund; (ii) three business days
after discovery of any error or omission not covered in the balancing
or control procedure; or (iii) three business days after receiving
notice from any Shareholder regarding any such balancing or control
error.
11. Data Necessary to Perform Services
The Trust or its agent shall furnish to USBFS the data necessary to
perform the services described herein at such times and in such form as
mutually agreed upon.
12. Proprietary and Confidential Information
USBFS agrees on behalf of itself and its directors, officers, and
employees to treat confidentially and as proprietary information of the
Trust, all records and other information relative to the Trust and
prior, present, or potential shareholders of the Trust (and clients of
said shareholders), and not to use such records and information for any
purpose other than the performance of its responsibilities and duties
hereunder, except (i) after prior notification to and approval in
writing by the Trust, which approval shall not be unreasonably withheld
and may not be withheld where USBFS may be exposed to civil or criminal
contempt proceedings for failure to comply, (ii) when requested to
divulge such information by duly constituted authorities, or (iii) when
so requested by the Trust. Records and other information which have
become known to the public through no wrongful act of USBFS or any of
its employees, agents or representatives, and information that was
already in the possession of USBFS prior to receipt thereof from the
Trust or its agent, shall not be subject to this paragraph.
Further, USBFS will adhere to the privacy policies adopted by the Trust
pursuant to Title V of the ▇▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Act, as may be modified
from time to time. In this regard, USBFS shall have in place and
maintain physical, electronic and procedural safeguards reasonably
designed to protect the security, confidentiality and integrity of, and
to prevent unauthorized access to or use of, records and information
relating to the Trust and its shareholders.
13. Records
USBFS shall keep records relating to the services to be performed
hereunder in the form and manner, and for such period, as it may deem
advisable and is agreeable to the Trust, but not inconsistent with the
rules and regulations of appropriate government authorities, in
particular, Section 31 of the 1940 Act and the
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rules thereunder. USBFS agrees that all such records prepared or
maintained by USBFS relating to the services to be performed by USBFS
hereunder are the property of the Trust and will be preserved,
maintained, and made available in accordance with such applicable
sections and rules of the 1940 Act and will be promptly surrendered to
the Trust or its designee on and in accordance with its request.
14. Compliance with Laws
The Trust has and retains primary responsibility for all compliance
matters relating to the Fund, including but not limited to compliance
with the 1940 Act, the Code, the SOX Act, the USA Patriot Act of 2002
and the policies and limitations of the Fund relating to its portfolio
investments as set forth in its Prospectus. USBFS' services hereunder
shall not relieve the Trust of its responsibilities for assuring such
compliance or the Board of Trustee's oversight responsibility with
respect thereto.
15. Term of Agreement; Amendment
This Agreement shall become effective as of the date first written
above (or, if later, that date as of which this Agreement may be first
approved by a vote of the Trust's Board of Trustees), and will continue
in effect for a period of two (2) years from the date hereof.
Subsequent to the initial two-year term, this Agreement may be
terminated by either party by prior written notice, such termination to
take effect not sooner than ninety (90) days after the date of delivery
or mailing of notice (180 days in the case of termination by the
Custodian) or such shorter period as is mutually agreed upon by the
parties. Notwithstanding the foregoing, this Agreement may be
terminated by any party upon the breach of the other party of any
material term of this Agreement if such breach is not cured within 15
days of notice of such breach to the breaching party. This Agreement
may not be amended or modified in any manner except by written
agreement executed by USBFS and the Trust, and authorized or approved
by the Board of Trustees.
16. Duties in the Event of Termination
In the event that, in connection with termination, a successor to any
of USBFS' duties or responsibilities hereunder is designated by the
Trust by written notice to USBFS, USBFS will promptly, upon such
termination and at the expense of the Trust, transfer to such successor
all relevant books, records, correspondence, and other data established
or maintained by USBFS under this Agreement in a form reasonably
acceptable to the Trust (if such form differs from the form in which
USBFS has maintained the same, the Trust shall pay any expenses
associated with transferring the data to such form), and will cooperate
in the transfer of such duties and responsibilities, including
provision for assistance from USBFS' personnel in the establishment of
books, records, and other data by such successor. If no such successor
is designated, then such books, records and other data shall be
returned to the Trust.
17. Assignment
This Agreement shall extend to and be binding upon the parties hereto
and their respective successors and assigns; provided, however, that
this Agreement shall not be assignable by the Trust without the written
consent of USBFS, or by USBFS without the written consent of the Trust
accompanied by the authorization or approval of the Trust's Board of
Trustees.
18. Governing Law
This Agreement shall be construed in accordance with the laws of the
State of New York, without regard to conflicts of law principles. To
the extent that the applicable laws 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, and nothing herein shall be
construed in a manner inconsistent with the 1940 Act or any rule or
order of the SEC thereunder.
19. No Agency Relationship
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Nothing herein contained shall be deemed to authorize or empower either
party to act as agent for the other party to this Agreement, or to
conduct business in the name, or for the account, of the other party to
this Agreement.
20. Services Not Exclusive
Nothing in this Agreement shall limit or restrict USBFS from providing
services to other parties that are similar or identical to some or all
of the services provided hereunder.
21. Invalidity
Any provision of this Agreement which may be determined by competent
authority to be prohibited or unenforceable in any jurisdiction shall,
as to such jurisdiction, be ineffective to the extent of such
prohibition or unenforceability without invalidating the remaining
provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such
provision in any other jurisdiction. In such case, the parties shall in
good faith modify or substitute such provision consistent with the
original intent of the parties.
22. Notices
Any notice required or permitted to be given by either party to the
other shall be in writing and shall be deemed to have been given on the
date delivered personally or by courier service, or three days after
sent by registered or certified mail, postage prepaid, return receipt
requested, or on the date sent and confirmed received by facsimile
transmission to the other party's address set forth below:
Notice to USBFS shall be sent to:
U.S. Bancorp Fund Services, LLC
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Fax No.: ▇▇▇-▇▇▇-▇▇▇▇
and notice to the Trust shall be sent to:
Citigroup Alternative Investments Tax Advantaged Short Term Fund
c/o Citigroup Alternative Investments LLC
Attention: CFIA COO
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇-▇▇▇-▇▇▇▇ (fax)
23. Multiple Originals
This Agreement may be executed on 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.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by a duly authorized officer on one or more counterparts as of the date
first above written.
CITIGROUP ALTERNATIVE U.S. BANCORP FUND SERVICES, LLC
INVESTMENTS TRUST
By:____________________________ By:_____________________________
Name:__________________________ Name:___________________________
Title:___________________________ Title:____________________________
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Exhibit A
to the
Fund Administration Servicing Agreement
Fund Names
Separate Series of Citigroup Alternative Investments Trust
Name of Fund
Citigroup Alternative Investments Tax Advantaged Short Term Fund
C-1
Exhibit B
to the
Fund Administration and Fund Accounting Servicing Agreement
Administration Services: (Administration, Portfolio Valuation, Financial
Reporting, Taxation and Fund Accounting). Fund to be priced Monthly.
Administration, Fund Accounting per Fund:
9 basis points per annum on the first $250 million
7 basis points per annum on the next $250 million
5 basis points per annum on the next $500 million
3 basis points per annum on all assets above $1 billion
Plus out-of-pocket expenses, including but not limited to:
Statements (if necessary)
Printing/Postage, Stationery (if necessary)
Programming /customization (if necessary)
Securities pricing fees
Federal and state regulatory filing fees
Expenses from U.S. Bancorp participation in client
meetings
SAS-70 or other policies and procedures certification
B-1