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Administrative Services Agreement

 

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Title:

Administrative Services Agreement

Entities:

Palisade Capital Management Llc

Date:

2007

Size:

Preview shows 11KB of 29KB total

Price:

$39

ID:

#2838839

 

 

► Services ► Administrative Services Agreements

 

 

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ADMINISTRATIVE SERVICES AGREEMENT

AGREEMENT, dated as of June 1, 2006, between Cash Management Portfolio, a New York trust (the Trust), as may be amended from time to time, and Deutsche Investment Management Americas Inc., a Delaware corporation (the Administrator).

WHEREAS, the Trust is engaged in business as an open-end investment company registered under the Investment Company Act of 1940, as amended (the Investment Company Act); and

WHEREAS, the Trust desires to retain the Administrator and its permitted designees to provide certain administrative and fund accounting (the Services) to the Trust on the terms set out in this Agreement, and the Administrator and its designees are willing to provide the Services to the Trust on the terms set out in this Agreement.

NOW, THEREFORE, in consideration of the premises and the covenants contained in this Agreement, the Trust and the Administrator agree as follows:

 

1.

Appointment and Services.

(a)          The Trust appoints the Administrator to provide the administrative services set out in Appendix A to this Agreement (the Administrative Services) for the benefit of the Trust. The Administrator accepts its appointment and agrees to provide the Administrative Services for the compensation set out in this Agreement.

(b)          The Trust appoints the Administrator to provide the fund accounting services set out in Appendix B to this Agreement (the Fund Accounting Services) for the benefit of the Trust. The Administrator accepts its appointment and agrees to provide the Fund Accounting Services for the compensation set out in 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.

(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 Trust 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 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.

(c)          The Administrator will not be required to pay expenses of any activity which is primarily intended to result in the sale of shares of the Trust if and to the extent that (i) such expenses are required to be borne by a principal underwriter which acts as the distributor of the Trusts shares pursuant to an underwriting agreement which

 

provides that the underwriter shall assume some or all of such expenses, or (ii) the Trust will have adopted a plan in conformity with Rule 12b-1 under the Investment Company Act providing that the Trust (or some other party) will assume some or all of such expenses. The payment of any fees pursuant to a Plan, for each class, is subject to and contingent upon, the continued effectiveness of a duly adopted Plan authorizing the payment for such class.

 

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 Trust, the services of its officers and employees as may duly be elected officers or Trustees of the Trust, 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 Trust other than those specifically allocated to the Administrator in this Agreement. In particular, but without limiting the generality of the previous sentence, the Administrator will not be required to pay the following Trust expenses: (i) organization expenses of the Trust (including out-of-pocket expenses, but not including the Administrators overhead or employee costs); (ii) fees payable to the Adviser and to any other advisors or consultants of the Trust; (iii) except as otherwise agreed with the Board of Trustees, fees and expenses incurred by the Trust 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 Trusts business; (viii) the expenses of and fees for registering or qualifying shares of the Trust for sale and of maintaining the registration of the Trust and registering the Trust as a broker or a dealer, if applicable; (ix) the compensation and all expenses (specifically including travel expenses relating to Trust business) of Trustees, officers and employees of the Trust who are not affiliated persons of the Administrator; (x) expenses of printing, preparing, edgarizing, mailing and filing Prospectuses (each a Prospectus) and Statements of Additional Information (each, an SAI) of the Trust, any supplements thereto, and any other regulatory filings for the Trust; (xi) any direct charges to shareholders approved by the Board of Trustees; (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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