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Exhibit (k)(3)
FEE WAIVER AGREEMENT
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AGREEMENT made this 25th day of October, 1999, by and between COLONIAL INSURED
MUNICIPAL FUND, a Massachusetts business trust (the "Fund"), and COLONIAL
MANAGEMENT ASSOCIATES, INC., a Massachusetts corporation (the "Adviser").
WHEREAS, the Fund and the Adviser have separately entered into an Investment
Management Agreement of even date herewith (the "Management Agreement");
In consideration of the mutual covenants hereinafter contained, and in
connection with the establishment and commencement of operations of the Fund, it
is hereby agreed by and between the parties hereto as follows:
1. For the period from the commencement of the Fund's operations through
November 30, 1999 and for the 12 month periods ending November 30 in each
indicated year during the term of the Management Agreement (including any
continuation done in accordance with Section 15(c) of the Investment Company Act
of 1940), the Adviser agrees to waive management fees in the amounts determined
by applying the following annual rates to the average daily net assets of the
Fund:
Period Ending Period Ending
November 30 Waiver November 30 Waiver
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1999 .30%
2000 .30% 2005 .25%
2001 .30% 2006 .20%
2002 .30% 2007 .15%
2003 .30% 2008 .10%
2004 .30% 2009 .05%
2. This Agreement, and the Adviser's obligation to so waive expenses
hereunder, shall terminate on the earlier of (a) November 30, 2009 or (b)
termination of the Management Agreement.
3. Except as provided in paragraph 2 above, this Agreement may be
terminated only by the vote of (a) the Board of Trustees of the Fund, including
the vote of the members of the Board who are not "interested persons" within the
meaning of the Investment Company Act of 1940, and (b) a majority of the
outstanding voting securities of the Fund.
4. If any provision of this Agreement shall be held or made invalid by a
court decision, statute, rule, or otherwise, the remainder shall not be thereby
affected.
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5. The Fund's Declaration of Trust is on file with the Secretary of the
Commonwealth of Massachusetts. This Agreement is executed on behalf of the Fund
by the Fund's officers as officers and not individually and the obligations
imposed upon the Fund by this Agreement are not binding upon any of the Fund's
Trustees, officers or shareholders individually but are binding only upon the
assets and property of the Fund.
IN WITNESS WHEREOF, the Fund and the Adviser have caused this Agreement to be
executed on the day and year above written.
COLONIAL INSURED MUNICIPAL FUND
By: /s/ J. Xxxxx Xxxxxxxxxxx
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Attest: /s/ Xxxxxxx X. Xxxxxx
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Assistant Secretary
COLONIAL MANAGEMENT ASSOCIATES, INC.
By: /s/ Xxxxx X. Xxxxxx
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Attest: /s/ Xxxxxxx X. Xxxxxx
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Assistant Secretary
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