CONTRACTUAL FEE/EXPENSE WAIVER AGREEMENT
Agreement effective as of the 31st day of January 2009 by and among the
Xxxxxx Funds, a Massachusetts business trust (the "Trust"), Xxxxxx Investment
Partners, Inc., a Pennsylvania corporation ("TIP"), and Xxxxxx Investment
Management LLC, a Maryland limited liability company ("XXX").
1. TIP hereby agrees to limit the net total operating expenses at the
levels indicated through January 31, 2010 for each of the following Funds:
FUND: NET TOTAL OPERATING EXPENSES
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Xxxxxx Core Growth Fund
Institutional Class 0.69%
Investor Class 0.94%
Xxxxxx Emerging Growth Fund
Institutional Class 1.15%
Investor Class 1.40%
Xxxxxx Large Cap Growth Fund
Institutional Class 0.69%
Investor Class 0.94%
Xxxxxx Midcap Growth Fund
Institutional Class 0.93%
Investor Class 1.18%
Retirement Class 1.43%
Xxxxxx Small Cap Growth Fund
Investor Class 1.25%
Xxxxxx International Core Growth Fund
Institutional Class 1.10%
Investor Class 1.35%
Xxxxxx Quantitative Broad Market Equity Fund
Institutional Class 0.64%
Investor Class 0.89%
Xxxxxx Quantitative Large Cap Value Fund
Institutional Class 0.69%
Investor Class 0.94%
2. TIP hereby agrees to limit the net total other expenses at the
levels indicated through January 31, 2010 for each of the following Funds:
FUND: NET TOTAL OPERATING EXPENSES
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Xxxxxx Concentrated Growth Fund
Investor Class 0.25%
Xxxxxx New Enterprise Fund
Investor Class 0.25%
3. XXX hereby agrees to limit the net total operating expenses at the
levels indicated through January 31, 2010 for each of the following Funds:
FUND: NET TOTAL OPERATING EXPENSES
---- ----------------------------
Xxxxxx Midcap Equity Fund
Institutional Class 0.90%
Investor Class 1.15%
Xxxxxx Small Cap Equity Fund
Institutional Class 1.20%
Investor Class 1.45%
This Agreement shall be renewable at the end of each one year term for
an additional one year term upon the written agreement of the parties hereto.
This Agreement supersedes any prior contractual waiver agreement(s)
between the parties.
IN WITNESS WHEREOF, intending to be legally bound hereby, the parties
hereto have caused this Agreement to be executed by their officers designated
below effective as of the day and year first above written.
XXXXXX FUNDS XXXXXX INVESTMENT PARTNERS, INC.
By: /S/ XXXXXX X. XXXXX By: /S/ XXXXX X. XXXXXXX
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Signature Signature
Name: XXXXXX X. XXXXX Name: XXXXX X. XXXXXXX
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Printed Printed
Title: PRESIDENT AND CHIEF EXECUTIVE OFFICER Title: GENERAL COUNSEL AND CHIEF
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COMPLIANCE OFFICER - PRINCIPAL
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XXXXXX INVESTMENT MANAGEMENT LLC
By: /S/ XXXXX X. XXXXXXX
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Signature
Name: XXXXX X. XXXXXXX
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Printed
Title: GENERAL COUNSEL AND CHIEF
COMPLIANCE OFFICER
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