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Document Preview Investment Advisory Agreement |
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Title: |
Investment Advisory Agreement |
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Entities: |
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Date: |
2004 |
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Size: |
Preview shows 5KB of 18KB total |
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Price: |
$37 |
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ID: |
#2539153 |
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INVESTMENT ADVISORY AGREEMENT
AGREEMENT ("Agreement"), made this 1st day of April, 2003, between
JohnsonFamily Funds, Inc., a Maryland corporation (the "Company"), and Johnson
Asset Management, Inc., a Wisconsin corporation (the "Adviser").
W I T N E S S E T H :
WHEREAS, the Company is currently registered with the Securities and
Exchange Commission under the Investment Company Act of 1940 (the "Act") as an
open-end management investment company consisting as of the date hereof of four
series, the JohnsonFamily Intermediate Fixed Income Fund (the "Fund"), the
JohnsonFamily Small Cap Value Fund (the "Small Cap Value Fund"), the
JohnsonFamily Large Cap Value Fund (the "Large Cap Value Fund") and the
JohnsonFamily International Value Fund (the "International Value Fund");
WHEREAS, the Adviser, which is an investment adviser registered under the
Investment Advisers Act of 1940, provides investment advisory services to the
Fund, the Small Cap Value Fund, the Large Cap Value Fund and the International
Value Fund pursuant to separate investment advisory agreements; and
WHEREAS, the Company and the Adviser desire to enter into a new investment
advisory agreement with respect to the Fund only.
NOW, THEREFORE, the Company and the Adviser do mutually promise and agree
as follows:
1. Employment. The Company hereby employs the Adviser to manage the
investment and reinvestment of the assets of the Fund and to administer its
business and administrative operations, subject to the direction of the Board of
Directors of the Company (the "Board of Directors") and the officers of the
Company, for the period and on the terms set forth in this Agreement. The
Adviser hereby accepts such employment for the compensation herein provided and
agrees during such period to render the services and to assume the obligations
herein set forth.
2. Authority of the Adviser. The Adviser 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 Company or
the Fund in any way or otherwise be deemed an agent of the Company or the Fund.
However, one or more shareholders, officers, directors or employees of the
Adviser may serve as directors and/or officers of the Company, but without
compensation or reimbursement of expenses for such services from the Company.
Nothing herein contained shall be deemed to require the Company to take any
action contrary to its Articles of Incorporation, as amended, restated or
supplemented, or any applicable statute or
{PAGE}
regulation, or to relieve or deprive the Board of Directors of its
responsibility for and control of the affairs of the Fund.
3. Obligations of and Services to be Provided by the Adviser. The Adviser
undertakes to provide the services hereinafter set forth and to assume the
following obligations:
A. Management and Administrative Services.
(1) The Adviser shall furnish to the Company adequate office space,
which may be space within the offices of the Adviser or in such other place
as may be agreed upon from time to time, and all office furnishings,
facilities and equipment as may be reasonably required for performing
services relating to advisory, research, asset allocation, portfolio
manager selection and evaluation activities and otherwise managing and
administering the business and operations of the Fund.
(2) The Adviser shall employ or provide and compensate the executive,
administrative, secretarial and clerical personnel necessary to supervise
the provision of the services set forth in sub-paragraph 3(A)(1) and shall
bear the expense of providing such services, except as provided in Section
4 of this Agreement. The Adviser shall also compensate all officers and
employees of the Company who are officers or employees of the Adviser or
its affiliated companies.
B. Investment Management Services.
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