CONTRACTUAL FEE/EXPENSE WAIVER AGREEMENT
Agreement effective as of the 10th day of October 2005 by and
between the Xxxxxx Funds, a Massachusetts business trust (the "Trust"), and
Xxxxxx Investment Partners, Inc., a Pennsylvania corporation.
Xxxxxx hereby agrees to limit the net total operating expenses at the
levels indicated through October 10, 2006 for each of the following Funds:
FUND: NET TOTAL OPERATING EXPENSES
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Xxxxxx Large Cap Value 0.59%
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: CHIEF LEGAL AND COMPLIANCE
OFFICER-PRINCIPAL
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