LETTER AGREEMENT
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Xxxxxxxxx Global Funds
000 X. Xxxxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
This Agreement is made as of this 31st day of January 2008 between
XXXXXXXXX GLOBAL FUNDS, a Delaware statutory trust (the "Trust") and XXXXXXXXX
GLOBAL INVESTORS (NORTH AMERICA) INC., a Delaware corporation (the "Adviser").
WHEREAS, the Trust and the Adviser have entered into an Investment Advisory
Agreement dated August 31, 2001, as amended by letter agreements dated September
24, 2003, April 30, 2004, August 1, 2005, January 31, 2006, August 1, 2006 and
November 30, 2006, under which the Trust has agreed to retain the Adviser to
render investment advisory and management services to the Xxxxxxxxx European
Focus Fund, Xxxxxxxxx Global Equity Income Fund, Xxxxxxxxx Global Opportunities
Fund, Xxxxxxxxx Global Technology Fund, Xxxxxxxxx International Opportunities
Fund, Henderson Japan-Asia Focus Fund, Henderson US Focus Fund and Henderson
Worldwide Income Fund (the "Existing Portfolios"), and the Adviser has agreed to
render such services to the Existing Portfolios, together with any other Trust
portfolios that may be established later (collectively, the "Portfolios" and
individually a "Portfolio");
WHEREAS, pursuant to Paragraph 2 of the Advisory Agreement, the Trust
hereby notifies the Adviser of its desire to retain the Adviser to render
investment advisory and management services to two additional portfolios to be
known as the Xxxxxxxxx International Equity Fund and the Xxxxxxxxx Global Real
Estate Equities Fund (collectively, the "New Portfolios" and individually a "New
Portfolio"); and
WHEREAS, by signing this Agreement below, the Adviser agrees to render such
services, whereupon the New Portfolios shall become Portfolios under the
Advisory Agreement.
NOW THEREFORE, in consideration of the premises and mutual covenants set
forth herein, the Trust and the Adviser agree as follows:
1. The Trust hereby appoints the Adviser as investment adviser and manager for
the New Portfolios under the Advisory Agreement and the Adviser hereby
accepts such appointment and agrees to perform the services and duties set
forth in the Advisory Agreement on the terms set forth therein, except as
otherwise provided in this Agreement.
2. This Agreement shall become effective as of the date first above written
and, unless sooner terminated as provided in Paragraph 7 of the Advisory
Agreement, shall continue until August 30, 2009. Thereafter, this Agreement
will be extended with respect to the New Portfolios for successive one-year
periods ending on August 30 of each year, subject to the provisions of
Paragraph 7 of the Advisory Agreement.
3. For the services provided and the expenses assumed under this Agreement,
the Trust shall pay the Adviser a fee for each New Portfolio, computed
daily and payable monthly, at an annual rate equal to:
Xxxxxxxxx International Equity Fund:
0.85% on the first $250 million of daily net assets;
0.80% on the next $250 million of daily net assets;
0.75% on the next $500 million of daily net assets; and
0.65% on average daily net assets over $1.0 billion
Xxxxxxxxx Global Real Estate Equities Fund:
0.85% on the first $250 million of daily net assets;
0.80% on the next $250 million of daily net assets;
0.75% on the next $500 million of daily net assets; and
0.65% on average daily net assets over $1.0 billion
4. All the other terms and conditions of the Advisory Agreement shall remain
in full effect.
5. This Agreement is hereby incorporated by reference into the Advisory
Agreement and is made a part thereof. In case of a conflict between this
Agreement and the Advisory Agreement, the terms of the Advisory Agreement
are controlling.
IN WITNESS WHEREOF, the Trust and the Adviser have cause this Agreement to
be executed as of the day and year first above written.
XXXXXXXXX GLOBAL FUNDS
By: /s/ Xxxxx X. Xxxx
Name: Xxxxx X. Xxxx
Title: Vice President
XXXXXXXXX GLOBAL INVESTORS
(NORTH AMERICA) INC.
By: /s/ Xxxxx Xxxxxxxxx
Name: Xxxxx Xxxxxxxxx
Title: Corporate Secretary
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