Exhibit (h)(3)
SUPPLEMENT TO SERVICES AGREEMENT
Supplement to the Services Agreements between INVESTORS FIDUCIARY TRUST
COMPANY ("IFTC") and XXXXXX SERVICE COMPANY ("KSvC").
WHEREAS, IFTC and each Fund listed on the Attachment hereto (each a
"Fund") and IFTC are parties to an Agency Agreement, as supplemented from time
to time (each an "Agency Agreement");
WHEREAS, IFTC and KSvC are parties to certain Services Agreements, as
supplemented from time to time, pursuant to which KSvC has agreed to assume and
perform the duties and responsibilities of IFTC under each Agency Agreement;
WHEREAS, Section 7 of each Services Agreement provides that the fees
payable by IFTC to KSvC thereunder shall be as set forth in a separate schedule
to be agreed upon by IFTC and KSvC; and
WHEREAS, the parties desire to reflect in this Supplement the revised
fee schedule for each Services Agreement as in effect as of January 1, 1999;
NOW THEREFORE, in consideration of the premises and the mutual
covenants herein provided, the parties agree as follows:
1. The revised fee schedule for services provided by KSvC for each Fund
under each respective Services Agreement as in effect on January 1, 1999, is set
forth in Exhibit A hereto;
2. This Supplement shall become a part of each respective Services
Agreement and subject to its terms and shall supersede all previous fee
schedules under such Agreement as of the date hereof.
INVESTORS FIDUCIARY TRUST COMPANY
By: /s/Xxxxxxx X. Xxxxxxxx
-----------------------------------
Name: XXXXXXX X. XXXXXXXX
Title: EXECUTIVE VICE PRESIDENT
XXXXXX SERVICE COMPANY
By: /s/Xxxxxxx X. Xxxxxx
-----------------------------------
Name: Xxxxxxx X. Xxxxxx
Title: President
ATTACHMENT
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Investors Fund Series
Xxxxxx Blue Chip Portfolio
Xxxxxx Contrarian Value Portfolio
Xxxxxx Global Blue Chip Portfolio
Xxxxxx Global Income Portfolio
Xxxxxx Government Securities Portfolio
Xxxxxx Growth Portfolio
Xxxxxx High Yield Portfolio
Xxxxxx Horizon 5 Portfolio
Xxxxxx Horizon 10+ Portfolio
Xxxxxx Horizon 20+ Portfolio
Xxxxxx International Growth And Income Portfolio
Xxxxxx International Portfolio
Xxxxxx Investment Grade Bond Portfolio
Xxxxxx Money Market Portfolio
Xxxxxx Small Cap Growth Portfolio
Xxxxxx Small Cap Value Portfolio
Xxxxxx Total Return Portfolio
Xxxxxx Value+Growth Portfolio
Xxxxxx-Xxxxxx Financial Services Portfolio
Xxxxxx-Xxxxxx High Return Equity Portfolio
Xxxxxx Adjustable Rate U. S. Government Fund
Xxxxxx Aggressive Growth Fund
Xxxxxx Asian Growth Fund
Xxxxxx Blue Chip Fund
Xxxxxx Diversified Income Fund
Xxxxxx Europe Fund
Xxxxxx Global Income Fund
Xxxxxx Growth Fund
Xxxxxx High Income Trust
Xxxxxx High Yield Series
Xxxxxx High Yield Fund
Xxxxxx High Yield Opportunity Fund
Xxxxxx Horizon Fund
Xxxxxx Horizon 20+ Portfolio
Xxxxxx Horizon 10+ Portfolio
Xxxxxx Horizon 5 Portfolio
Xxxxxx Income and Capital Preservation Fund
Xxxxxx Intermediate Government Trust
Xxxxxx International Fund
Xxxxxx Multi-Market Income Trust
Xxxxxx Municipal Income Trust
Xxxxxx National Tax-Free Income Series
Xxxxxx Municipal Bond Fund
Xxxxxx Intermediate Municipal Bond Fund
Xxxxxx Portfolios
Kemper Cash Reserves Fund
Xxxxxx U.S. Mortgage Fund
Xxxxxx Short-Intermediate Government Fund
Xxxxxx Quantitative Equity Fund
Xxxxxx Small Capitalization Equity Fund
Xxxxxx State Tax-Free Income Series
Xxxxxx California Tax-Free Income Fund
Xxxxxx Florida Tax-Free Income Fund
Xxxxxx New York Tax-Free Income Fund
Xxxxxx Ohio Tax-Free Income Fund
Xxxxxx Strategic Income Fund
Xxxxxx Strategic Municipal Income Trust
Xxxxxx Target Equity Fund
Xxxxxx Retirement Fund - Series I
Xxxxxx Retirement Fund - Series II
Xxxxxx Retirement Fund - Series III
Xxxxxx Retirement Fund - Series IV
Xxxxxx Retirement Fund - Series V
Xxxxxx Retirement Fund - Series VI
Xxxxxx Retirement Fund - Series VII
Xxxxxx Worldwide 2004 Fund
2
Xxxxxx Technology Fund
Xxxxxx Total Return Fund
Xxxxxx U.S. Government Securities Fund
Xxxxxx Value Plus Growth Fund
Xxxxxx Value Series, Inc.
Xxxxxx Contrarian Fund
Xxxxxx-Xxxxxx High Return Equity Fund
Xxxxxx Small Cap Value Fund
Zurich Money Funds
Zurich Money Market Fund
Zurich Government Money Fund
Zurich Tax-Free Money Fund
Zurich YieldWise Funds
Zurich YieldWise Money Fund
Zurich YieldWise Government Money Fund
Zurich YieldWise Municipal Money Fund
As of: January 1, 1999
3
EXHIBIT A
FEE SCHEDULE EFFECTIVE AS OF JANUARY 1, 1999
--------------------------------------------
For all accounts except Xxxxxxx Xxxxxx Retirement Services: Xxxxxx KemFlex
A Shares B Shares C Shares I Shares ZMF, ZYF
-------- -------- -------- -------- --------
Per Account Fee (in $)
Annual Open Account Fee
Equity 10.00 10.00 10.00 10.00
Taxable Bond 14.00 14.00 14.00 14.00
Tax-Free Bond 14.00 14.00 14.00 14.00
Zurich Money Funds and 10.00
Zurich YieldWise Funds
CDSC Fee N/A 2.00 N/A N/A N/A
New Accounts Fee*
Equity 5.00 5.00 5.00 5.00
Taxable Bond 5.00 5.00 5.00 5.00
Tax-Free Bond 5.00 5.00 5.00 5.00
Zurich Money Funds and 5.00
Zurich YieldWise Funds
Asset Based Fee (in bps)
Equity 8 xx 0 xx 0 xx 0 bp
Taxable Bond 5 xx 0 xx 0 xx 0 bp
Tax-Free Bond 2 xx 0 xx 0 xx 0 xx
Xxxxxx Money Funds and 5 bp
Zurich YieldWise Funds
FEE SCHEDULE EFFECTIVE AS OF JANUARY 1, 1999
--------------------------------------------
Xxxxxxx Xxxxxx Retirement Services: Xxxxxx KemFlex
A Shares B Shares C Shares I Shares ZMF, ZYF
-------- -------- -------- -------- --------
Per Account Fee (in $)
Annual Open Account Fee
Equity 18.00 18.00 18.00 18.00
Taxable Bond 23.00 23.00 23.00 23.00
Tax-Free Bond 23.00 23.00 23.00 23.00
Zurich Money Funds and 10.00
Zurich YieldWise Funds
CDSC Fee N/A 2.00 N/A N/A N/A
New Accounts Fee*
Equity 5.00 5.00 5.00 5.00
Taxable Bond 5.00 5.00 5.00 5.00
Tax-Free Bond 5.00 5.00 5.00 5.00
Zurich Money Funds and 5.00
Zurich YieldWise Funds
Asset Based Fee (in bps)
Equity 8 xx 0 xx 0 xx 0 bp
Taxable Bond 5 xx 0 xx 0 xx 0 bp
Tax-Free Bond 2 xx 0 xx 0 xx 0 xx
Xxxxxx Money Funds and 5 bp
Zurich YieldWise Funds
-----------------------------------
* The new shareholder account fee is not applicable to Class A Share accounts
established in connection with a conversion from Class B Shares.
The out-of-pocket expenses of Agent will be reimbursed by Fund in accordance
with the provisions of Section 5 of the Agency Agreement. Fees and out-of-pocket
expenses shall be paid or reimbursed on a monthly basis upon receipt of an
invoice therefor.
The asset based fee for each month shall be equal to 1/12 of the applicable
annual fee rate, as set forth in this schedule, of the average daily net assets
of the Fund for each month. The asset based fee in the schedule is expressed in
basis points ("bps") as an annual rate. 100 basis points is equivalent to one
percentage point (1.00%). For certain Funds listed in Exhibit B, total transfer
agency fees and related out-of-pocket expenses payable by the Fund shall be
limited for any fiscal year of the Fund to the levels set forth in Exhibit B,
which levels are expressed as a percentage of average daily net assets for the
applicable fiscal year.
EXHIBIT B
TRANSFER AGENT EXPENSE CAPS
A Shares B Shares C Shares
-------- -------- --------
Xxxxxx Adjustable Rate U.S. Government Fund 0.22% 0.14%
Xxxxxx Blue Chip Fund 0.38% 0.30%
Kemper Cash Reserves Fund 0.14%
Xxxxxx Diversified Income Fund 0.14%
Xxxxxx Global Income Fund 0.22% 0.14%
Xxxxxx Growth Fund 0.30%
Xxxxxx High Yield Opportunity Fund 0.10%
Xxxxxx Income and Capital Preservation Fund 0.22% 0.14%
Xxxxxx International Fund 0.38% 0.30%
Xxxxxx Small Capitalization Equity Fund 0.30%
Xxxxxx Technology Fund 0.38% 0.30%
Xxxxxx Total Return Fund 0.30%
Xxxxxx U.S. Government Securities Fund 0.22% 0.14%
Xxxxxx U.S. Mortgage Fund 0.14%
