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Administrative Services Agreement

 

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Title:

Administrative Services Agreement

Entities:

Interactive Intelligence Inc.

Date:

2006

Size:

Preview shows 7KB of 27KB total

Price:

$38

ID:

#2626815

 

 

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ADMINISTRATIVE SERVICES AGREEMENT
     AGREEMENT, dated as of ___, 2006, among, DWS Dreman Value Income Edge Fund, Inc., a Maryland corporation (the Fund), and Deutsche Investment Management Americas Inc., a Delaware corporation (the Administrator).
     WHEREAS, the Fund is engaged in business as a closed-end investment company registered under the Investment Company Act of 1940, as amended (the Investment Company Act); and
     WHEREAS, the Fund desires to retain the Administrator and its permitted designees to provide certain administrative and fund accounting (the Services) to the Fund on the terms set out in this Agreement, and the Administrator and its designees are willing to provide the Services to the Fund on the terms set out in this Agreement.
     NOW, THEREFORE, in consideration of the premises and the covenants contained in this Agreement, the Fund and the Administrator agree as follows:
     1. Appointment and Services.
     (a) The Fund appoints the Administrator to provide the administrative services set out in Appendix A to this Agreement (the Administrative Services) for the benefit of the Fund. The Administrator accepts its appointment and agrees to provide the Administrative Services for the compensation set forth in Appendix C to this Agreement.
     (b) The Fund appoints the Administrator to provide the fund accounting services set out in Appendix B to this Agreement (the Fund Accounting Services). The Administrator accepts its appointment and agrees to provide the Fund Accounting Services for the compensation set forth in Appendix C to this Agreement.
     2. Fees.
     (a) For all Administrative Services and Fund Accounting Services provided under this Agreement, the Administrator will be compensated as set out on Appendix C to this Agreement.
     (b) The Administrator may, from time to time, agree not to impose all or a portion of its fee otherwise payable under this Agreement and/or undertake to pay or reimburse the Fund for all or a portion of its expenses not otherwise required to be paid by or reimbursed by the Administrator. Unless otherwise agreed, any fee reduction or reimbursement undertaking may be discontinued or modified by the Administrator at any time. For the month and year in which this Agreement becomes effective or terminates, there will be an appropriate pro-ration of any fee based on the number of days that the Agreement is in effect during such month and year, respectively.

 


 

     3. Expenses.
     (a) Except as otherwise provided in this Agreement, the Administrator will pay all costs it incurs in connection with the performance of its duties under this Agreement. The Administrator will pay the compensation and expenses of all of its personnel and will make available, without expense to the Fund, the services of its officers and employees as may duly be elected officers or Directors of the Fund, subject to their individual consent to serve and to any limitations imposed by law.
     (b) The Administrator will not be required to pay any expenses of the Fund other than those specifically allocated to the Administrator in this Agreement. In particular, but without limiting the generality of the previous sentence, the Administrator, pursuant to this Agreement, will not be required to pay the following Fund expenses: (i) organization expenses of the Fund (including out-of-pocket expenses, but not including the Administrators overhead or employee costs); (ii) fees payable to the Funds investment adviser and to any other advisors or consultants of the Fund; (iii) except as otherwise agreed with the Board of Directors, fees and expenses incurred by the Fund in connection with membership in investment company organizations; (iv) payment for portfolio pricing or valuation services to pricing agents, accountants, bankers, and other specialists, if any; (v) outside legal, accounting or auditing expenses; (vi) interest, insurance premiums, taxes, or governmental fees; (vii) litigation and indemnification expenses and other extraordinary expenses not incurred in the ordinary course of the Funds business; (viii) if applicable, the expenses of, and fees for, registering or qualifying shares of the Fund for sale and of maintaining the registration of the Fund; (ix) the compensation and all expenses (specifically including travel expenses relating to Fund business) of Directors, officers and employees of the Fund who are not affiliated persons of the Administrator; (x) expenses of printing, preparing, edgarizing, mailing and filing the Funds Prospectus (Prospectus) and Statement of Additional Information (SAI), any supplements thereto, and any other regulatory filings for the Fund; (xi) any direct charges to shareholders approved by the Board of Directors; (xii) costs of shareholders and other meetings; (xiii) costs in connection with the tabulation of proxies; (xiv) costs incurred in connection with registering with the Public Company Accounting Oversight Board; (xv) transfer agency and custodian expenses; and (xvi) record-keeping and record retrieval costs associated with compliance under the Investment Company Act.

 

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