Exhibit (h)(6)
XXXXXXXXX XXXXXX ADVISERS MANAGEMENT TRUST
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
May 1, 2007
Xxxxxxxxx Xxxxxx Management Inc.
000 Xxxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Dear Ladies and Gentlemen:
Each portfolio on Schedule A, as may be amended from time to time, (each
a "Portfolio" and collectively, the "Portfolios") is a series of Xxxxxxxxx
Xxxxxx Advisers Management Trust, a Delaware business trust ("Trust"). Each
Portfolio may have one or more classes of shares of beneficial interest
("Class").
You hereby agree during the respective period noted on Schedule A
("Limitation Period"), to forgo current payment of fees and/or reimburse annual
operation expenses of each Portfolio's respective Class as noted on Schedule A
(excluding interest, taxes, brokerage commissions and other transactional
expenses relating to a Portfolio's assets, and extraordinary expenses of the
Portfolio) ("Operating Expenses"), so that the Operating Expenses of each
Portfolio's respective Class are limited to the rate per annum, as noted on
Schedule A, of that Class' average daily net assets ("Expense Limitation").
Each Portfolio in turn agrees to reimburse you out of assets belonging
to the Portfolio (or the Class of such Portfolio, if applicable) for any
Operating Expenses of the Portfolio (or Class) in excess of the Expense
Limitation paid or assumed by you during the Limitation Period, provided that
you would not be entitled to reimbursement for any amount by which such
reimbursement would cause the Portfolio's (or, where applicable, the Class of
such Portfolio) total Operating Expenses to exceed the annual rate of average
net assets specified in Schedule A. And further, provided that no amount will be
reimbursed by the Portfolio more than three years after the year in which it was
incurred by you. The Trust agrees to furnish or otherwise make available to you
such copies of its financial statements, reports, and other information relating
to its business and affairs as you may, at any time or from time to time,
reasonably request in connection with this agreement.
You understand that you shall look only to the assets of the Portfolio
(or, where applicable, the Class of the Portfolio) for performance of this
agreement and for payment of any claim you may have hereunder, and neither any
other series of the Trust, nor any of the Trust's
trustees, officers, employees, agents or shareholders, whether past, present or
future, shall be personally liable therefor.
This agreement is made and to be performed principally in the State of
New York, and except insofar as the Investment Company Act of 1940, as amended,
or other federal laws and regulations may be controlling, this agreement shall
be governed by, and construed and enforced in accordance with, the internal laws
of the State of New York. Any amendment to this agreement shall be in writing
signed by the parties hereto.
If you are in agreement with the foregoing, please sign the form of
acceptance on the enclosed counterpart hereof and return the same to us.
Very truly yours,
XXXXXXXXX XXXXXX ADVISERS
MANAGEMENT TRUST
on behalf of the Portfolios
By: /s/ Xxxxx X. Xxxxxxx
---------------------
Title: Chairman and CEO
The foregoing agreement is hereby
accepted as of May 1, 2007
XXXXXXXXX XXXXXX MANAGEMENT INC.
By: /s/ Xxxxxx Xxxxx
----------------
Title: Vice President
SCHEDULE A
XXXXXXXXX XXXXXX ADVISERS MANAGEMENT TRUST
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
EXPENSE LIMITATION
(AS A % OF AVERAGE
PORTFOLIO LIMITATION PERIOD DAILY NET ASSETS)
-------------------------------- ----------------- ------------------
Xxxxxxxx December 31, 2010 1.40%
Guardian (Class S) December 31. 2010 1.25%
Xxxxxx Brothers High Income Bond December 31, 2010 1.10%
International December 31, 2010 2.00%
International Large Cap December 31, 2010 1.30%
Mid-Cap Growth (Class S) December 31, 2010 1.25%
Real Estate December 31, 2010 1.75%
Regency (Class I) December 31, 2010 1.50%
Regency (Class S) December 31, 2017 1.25%
Socially Responsive (Class I) December 31, 2010 1.30%
Socially Responsive (Class S) December 31, 2010 1.17%
