XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this first day of February, 1994, between XXXXX
XXXXXX WORLD FUNDS, INC., a Maryland corporation (hereinafter called the
"Investment Company"), on behalf of the European Portfolio (referred to herein
as the "Portfolio"), and XXXXX, XXXXXX ADVISERS, INC., a Delaware corporation
(hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx Shearson Inc., as it shall deem appropriate. In
placing orders for such purchases and sales it is recognized that the Manager
may give consideration to research, statistical and other services furnished
by brokers and dealers to the Manager or an affiliated person of the Manager
for their use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay a fee to the Manager an
annual fee of 0.85% of the Portfolio's average daily net assets; the fee is
calculated daily and paid monthly. If this Agreement is terminated as of any
date not the last day of a month, such fee shall be prorated and paid as
promptly as possible after such date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940.
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the Investment Company Act of 1940 and Rules thereunder on sixty
days' written notice addressed to the Manager at its principal place of
business; and (b) by the Manager on sixty days' written notice addressed to
the Investment Company at its principal place of business.
12. This Agreement shall become effective upon its execution by an
authorized officer of the respective parties to the Agreement. This Agreement
shall continue in effect only so long as its continuance is specifically
approved annually as required by the 1940 Act.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx Shearson Inc. ("Xxxxx Xxxxxx"), Xxxxx Xxxxxx has
granted to the Investment Company a royalty-free, non-exclusive license to use
the term "Xxxxx Xxxxxx" in the United States as part of its name only in
connection with the operation of an investment company. It is further
provided in the License Agreement that Xxxxx Xxxxxx may use or license the
above term in connection with other investment companies, subject to the
requirements of the Investment Company Act of 1940, or any other business
enterprise during the term of such License Agreement or thereafter. The
License Agreement is terminable by Xxxxx Xxxxxx on sixty days' notice to the
Investment Company. Upon such termination the Investment Company is required
to change its name to one which does not include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By
Chairman of the Board and
Chief Executive Officer
CORPORATE SEAL
Attest:
Secretary
XXXXX, XXXXXX ADVISERS, INC.
By
President
CORPORATE SEAL
Attest:
Secretary
XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this first day of February, 1994, between XXXXX
XXXXXX WORLD FUNDS, INC., a Maryland corporation (hereinafter called the
"Investment Company"), on behalf of the Pacific Portfolio (referred to herein
as the "Portfolio"), and XXXXX, XXXXXX ADVISERS, INC., a Delaware corporation
(hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx Shearson Inc., as it shall deem appropriate. In
placing orders for such purchases and sales it is recognized that the Manager
may give consideration to research, statistical and other services furnished
by brokers and dealers to the Manager or an affiliated person of the Manager
for their use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay a fee to the Manager an
annual fee of 0.85% of the Portfolio's average daily net assets; the fee is
calculated daily and paid monthly. If this Agreement is terminated as of any
date not the last day of a month, such fee shall be prorated and paid as
promptly as possible after such date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940.
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the Investment Company Act of 1940 and Rules thereunder on sixty
days' written notice addressed to the Manager at its principal place of
business; and (b) by the Manager on sixty days' written notice addressed to
the Investment Company at its principal place of business.
12. This Agreement shall become effective upon its execution by an
authorized officer of the respective parties to the Agreement. This Agreement
shall continue in effect only so long as its continuance is specifically
approved annually as required by the 1940 Act.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx Shearson Inc. ("Xxxxx Xxxxxx"), Xxxxx Xxxxxx has
granted to the Investment Company a royalty-free, non-exclusive license to
use the term "Xxxxx Xxxxxx" in the United States as part of its name only in
connection with the operation of an investment company. It is further
provided in the License Agreement that Xxxxx Xxxxxx may use or license the
above term in connection with other investment companies, subject to the
requirements of the Investment Company Act of 1940, or any other business
enterprise during the term of such License Agreement or thereafter. The
License Agreement is terminable by Xxxxx Xxxxxx on sixty days' notice to the
Investment Company. Upon such termination the Investment Company is required
to change its name to one which
does not include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By
Chairman of the Board and
Chief Executive Officer
CORPORATE SEAL
Attest:
Secretary
XXXXX, XXXXXX ADVISERS, INC.
By
President
CORPORATE SEAL
Attest:
Secretary
XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this 14th day of January, 1995, between XXXXX
XXXXXX WORLD FUNDS, INC., a Maryland corporation (hereinafter called the
"Investment Company"), on behalf of the Emerging Markets Portfolio (referred
to herein as the "Portfolio"), and XXXXX XXXXXX MUTUAL FUNDS MANAGEMENT, INC.,
a Delaware corporation hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx Inc., as it shall deem appropriate. In placing
orders for such purchases and sales it is recognized that the Manager may give
consideration to research, statistical and other services furnished by brokers
and dealers to the Manager or an affiliated person of the Manager for their
use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay to the Manager an annual fee
of 1.00% of the Portfolio's average daily net assets; the fee is calculated
daily and paid monthly. If this Agreement is terminated as of any date not the
last day of a month, such fee shall be prorated and paid as promptly as
possible after such date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940, as amended
(the "1940 Act").
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the 1940 Act and Rules thereunder on sixty days' written notice
addressed to the Manager at its principal place of business; and (b) by the
Manager on sixty days' written notice addressed to the Investment Company at
its principal place of business.
12. This Agreement shall become effective upon its execution by an
authorized officer of the respective parties to the Agreement. This Agreement
shall continue in effect only so long as its continuance is specifically
approved annually as required by the 1940 Act.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx Inc. ("Xxxxx Xxxxxx"), Xxxxx Xxxxxx has granted to
the Investment Company a royalty-free, non-exclusive license to use the term
"Xxxxx Xxxxxx" in the United States as part of its name only in connection
with the operation of an investment company. It is further provided in the
License Agreement that Xxxxx Xxxxxx may use or license the above term in
connection with other investment companies, subject to the requirements of the
1940 Act, or any other business enterprise during the term of such License
Agreement or thereafter. The License Agreement is terminable by Xxxxx Xxxxxx
on sixty days' notice to the Investment Company. Upon such termination the
Investment Company is required to change its name to one which does not
include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By
President
CORPORATE SEAL
Attest:
Secretary
XXXXX XXXXXX MUTUAL FUNDS
MANAGEMENT, INC.
By
President
CORPORATE SEAL
Attest:
Secretary
XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this 10th day of July, 1994, between XXXXX
XXXXXX WORLD FUNDS, INC., a Maryland corporation (hereinafter called the
"Investment Company"), on behalf of the International Balanced Portfolio
(referred to herein as the "Portfolio"), and XXXXX, XXXXXX ADVISERS, INC., a
Delaware corporation (hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx Inc., as it shall deem appropriate. In placing
orders for such purchases and sales it is recognized that the Manager may give
consideration to research, statistical and other services furnished by brokers
and dealers to the Manager or an affiliated person of the Manager for their
use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay to the Manager an annual fee
of 0.85% of the Portfolio's average daily net assets; the fee is calculated
daily and paid monthly. If this Agreement is terminated as of any date not the
last day of a month, such fee shall be prorated and paid as promptly as
possible after such date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940 (the "1940
Act").
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the 1940 Act and Rules thereunder on sixty days' written notice
addressed to the Manager at its principal place of business; and (b) by the
Manager on sixty days' written notice addressed to the Investment Company at
its principal place of business.
12. This Agreement shall become effective upon its execution by an
authorized officer of the respective parties to the Agreement. This Agreement
shall continue in effect only so long as its continuance is specifically
approved annually as required by the 1940 Act.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx Inc. ("Xxxxx Xxxxxx"), Xxxxx Xxxxxx has granted to
the Investment Company a
- 2 -
royalty-free, non-exclusive license to use the term "Xxxxx Xxxxxx" in the
United States as part of its name only in connection with the operation of an
investment company. It is further provided in the License Agreement that
Xxxxx Xxxxxx may use or license the above term in connection with other
investment companies, subject to the requirements of the 1940 Act or any other
business enterprise during the term of such License Agreement or thereafter.
The License Agreement is terminable by Xxxxx Xxxxxx on sixty days' notice to
the Investment Company. Upon such termination the Investment Company is
required to change its name to one which does not include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By __________
Executive Vice President
CORPORATE SEAL
Attest:
____________
Secretary
XXXXX, XXXXXX ADVISERS, INC.
By __________
President
CORPORATE SEAL
Attest:
_____________
Secretary
- 3 -
XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this June 10, 1991, between XXXXX XXXXXX WORLD
FUNDS, INC., a Maryland corporation (hereinafter called the "Investment
Company"), on behalf of the Global Government Bond Portfolio (referred to
herein as the "Portfolio"), and XXXXX, XXXXXX ADVISERS, INC., a Delaware
corporation (hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx, Xxxxxx Xxxxx & Co. Incorporated, as it shall
deem appropriate. In placing orders for such purchases and sales it is
recognized that the Manager may give consideration to research, statistical
and other services furnished by brokers and dealers to the Manager or an
affiliated person of the Manager for their use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay a fee to the Manager a
monthly fee equal to 1/12 of 0.75% of the Portfolio's average daily net
assets. If this Agreement is terminated as of any date not the last day of a
month, such fee shall be prorated and paid as promptly as possible after such
date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940.
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the Investment Company Act of 1940 and Rules thereunder on sixty
days' written notice addressed to the Manager at its principal place of
business; and (b) by the Manager on sixty days' written notice addressed to
the Investment Company at its principal place of business.
12. This Agreement shall become effective upon its approval by the
shareholders of the Fund in the manner prescribed by the Investment Company
Act of 1940 and Rules thereunder. This Agreement shall continue in effect
only so long as its continuance is specifically approved annually as required
by the Investment Company Act of 1940, as amended.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx, Xxxxxx Xxxxx & Co. Incorporated ("Xxxxx Xxxxxx"),
Xxxxx Xxxxxx has granted to the Investment Company a royalty-free, non-
exclusive license to use the term "Xxxxx Xxxxxx" in the United States as part
of its name only in connection with the operation of an investment company.
It is further provided in the License Agreement that Xxxxx Xxxxxx may use or
license the above term in connection with other investment companies, subject
to the requirements of the Investment Company Act of 1940, or any other
business enterprise during the term of such License Agreement or thereafter.
The License Agreement is terminable by Xxxxx Xxxxxx on sixty days' notice to
the Investment Company. Upon such termination the Investment Company is
required to change its name to one which does not include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By
CORPORATE SEAL
Attest:
Secretary
XXXXX, XXXXXX ADVISERS, INC.
By
CORPORATE SEAL
Attest:
Secretary
XXXXX XXXXXX WORLD FUNDS, INC.
MANAGEMENT AGREEMENT made this November 15, 1991, between XXXXX XXXXXX
WORLD FUNDS, INC., a Maryland corporation (hereinafter called the "Investment
Company"), on behalf of the International Equity Portfolio (referred to herein
as the "Portfolio"), and XXXXX, XXXXXX ADVISERS, INC., a Delaware corporation
(hereinafter called the "Manager").
WHEREAS, the Portfolio has been organized for the purpose of investing its
funds in securities and desires to avail itself of the experience, sources of
information, advice, assistance and facilities available to the Manager and to
have the Manager perform for it various management, statistical, accounting
and clerical services; and the Manager is willing to furnish such advice,
facilities and services on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed as follows:
1. The Investment Company shall at all times keep the Manager fully
informed with regard to the securities owned by the Portfolio, its funds
available or to become available for investment, and generally as to the
condition of its affairs. The Investment Company shall furnish the Manager
with a copy of all financial statements certified by its financial officer,
and a signed copy of each report prepared by certified public accountants with
respect to it, and with such other information with regard to its affairs as
the Manager may from time to time reasonably request.
2. The Manager shall furnish to the Board of Directors and officers of
the Investment Company advice and recommendations with respect to the
acquisition, by purchase, exchange, subscription or otherwise, the holding,
and the disposal, through sale, exchange or otherwise, of securities, and
advice and recommendations with respect to other aspects of the business and
affairs of the Portfolio; and shall, subject to the Board of Directors of the
Investment Company, manage and supervise the business and affairs of the
Portfolio.
3. The Manager shall supply the Board of Directors and officers of the
Investment Company with all statistical information reasonably required by
them and reasonably available to the Manager; shall furnish the Portfolio with
an office, and with ordinary clerical and bookkeeping services at such office;
and shall authorize and permit any of its directors, officers and employees,
who may be elected as directors or officers of the Investment Company, to
serve in the capacities to which they are elected. All services to be
furnished by the Manager under this Agreement may be furnished through the
medium of any directors, officers or employees of the Manager.
4. With respect to the Portfolio's securities, subject to the review and
oversight of the Board of Directors of the Investment Company, the Manager
shall purchase such securities from or through and sell such securities to or
through such persons, brokers or dealers, including, if permitted by
applicable law, Xxxxx Xxxxxx, Xxxxxx Xxxxx & Co. Incorporated, as it shall
deem appropriate. In placing orders for such purchases and sales it is
recognized that the Manager may give consideration to research, statistical
and other services furnished by brokers and dealers to the Manager or an
affiliated person of the Manager for their use.
5. No director, officer or employee of the Investment Company shall
receive from the Investment Company any salary or other compensation as such
director, officer or employee while he is at the same time a director, officer
or employee of the Manager. This paragraph shall not apply to consultants and
other persons who are not regular members of the Manager's staff.
6. As compensation for the services performed and the facilities
furnished by the Manager, including the services of any consultants retained
by the Manager, the Investment Company shall pay a fee to the Manager a
monthly fee equal to 1/12 of 0.85% of the Portfolio's average daily net
assets. If this Agreement is terminated as of any date not the last day of a
month, such fee shall be prorated and paid as promptly as possible after such
date of termination.
7. In the event that total expenses of the Portfolio in any fiscal year,
including the Manager's advisory fee received under paragraph 6 above and the
fee payable under the Plan of Distribution, but excluding interest, taxes,
brokerage fees and extraordinary expenses, should exceed the lowest applicable
annual expense limitation established pursuant to the statutes or regulations
of any such jurisdictions in which shares of the Fund are then qualified for
offer and sale, the Manager shall waive its management fee to the extent of
any such excess. General corporate expenses of the Investment Company and the
management fee shall be allocated among the Portfolios on the basis of
relative net assets and direct expenses shall be charged to the respective
Portfolios.
8. The Manager assumes no responsibility under this Agreement other than
to render the services called for hereunder in good faith.
9. Nothing in this Agreement shall limit or restrict the right of any
director, officer or employee of the Manager who may also be a director,
officer or employee of the Investment Company to engage in any other business
or to devote his time and attention in part to the management or other aspects
of any other business or to render services of any kind to any other
corporation, firm, individual or association.
10. This Agreement shall terminate automatically in the event of its
assignment, the term "assignment" for this purpose having the definition set
forth in Section 2(a) (4) of the Investment Company Act of 1940.
11. This Agreement may be terminated at any time, without the payment of
any penalty, (a) by the Board of Directors of the Investment Company or by
vote of a majority of the outstanding voting securities of the Portfolio as
defined in the Investment Company Act of 1940 and Rules thereunder on sixty
days' written notice addressed to the Manager at its principal place of
business; and (b) by the Manager on sixty days' written notice addressed to
the Investment Company at its principal place of business.
12. This Agreement shall become effective upon its approval by the
shareholders of the Fund in the manner prescribed by the Investment Company
Act of 1940 and Rules thereunder. This Agreement shall continue in effect
only so long as its continuance is specifically approved annually as required
by the Investment Company Act of 1940, as amended.
13. Under a License Agreement dated June 10, 1991 between the Investment
Company and Xxxxx Xxxxxx, Xxxxxx Xxxxx & Co. Incorporated ("Xxxxx Xxxxxx"),
Xxxxx Xxxxxx has granted to the Investment Company a royalty-free, non-
exclusive license to use the term "Xxxxx Xxxxxx" in the United States as part
of its name only in connection with the operation of an investment company.
It is further provided in the License Agreement that Xxxxx Xxxxxx may use or
license the above term in connection with other investment companies, subject
to the requirements of the Investment Company Act of 1940, or any other
business enterprise during the term of such License Agreement or thereafter.
The License Agreement is terminable by Xxxxx Xxxxxx on sixty days' notice to
the Investment Company. Upon such termination the Investment Company is
required to change its name to one which does not include the above term.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the date first above written by their officers thereunto
authorized.
XXXXX XXXXXX WORLD FUNDS, INC.
By
CORPORATE SEAL
Attest:
Secretary
XXXXX, XXXXXX ADVISERS, INC.
By
CORPORATE SEAL
Attest:
Secretary
