WAIVER AND REIMBURSEMENT AGREEMENT
Agreement (“Agreement”) dated as of the
18th
day of December 2009 by and between Kinetics Mutual Funds, Inc.
(“Kinetics Mutual Funds”), a Maryland corporation and a registered investment
company under the Investment Company Act of 1940, as amended, and Kinetics Asset
Management, Inc. (the “Adviser”).
BACKGROUND
Kinetics Mutual Funds offers, or will
offer, an Institutional Class in each of its Internet Fund, Global Fund,
Paradigm Fund, Medical Fund, Small Cap Opportunities Fund, Market
Opportunities Fund, Water Infrastructure Fund, Multi-Disciplinary Fund, and
Tactical Paradigm Fund (together, “Kinetics Funds”).
The Kinetics Funds are feeder funds
that invest all their assets in corresponding master portfolios of Kinetics
Portfolios Trust.
The Adviser serves as investment
adviser to each master portfolio of Kinetics Portfolios Trust
pursuant to Investment Advisory Agreements between the Adviser and Kinetics
Portfolios Trust dated as of May 1, 2000 (January 1, 2006 with respect to the
Market Opportunities Portfolio, June 29, 2007 with respect to Water
Infrastructure Portfolio, and February 11, 2008 with respect to
Multi-Disciplinary Portfolio).
The Adviser has or will enter into a
Shareholder Servicing Agreement with Kinetics Mutual Funds under which the
Adviser may perform, or arrange for others to perform, certain shareholder
functions for the Institutional Class.
The parties to this Agreement wish to
provide for an undertaking by the Adviser to waive certain fees and/or reimburse
expenses of Kinetics Mutual Funds’ Institutional Class.
AGREEMENT
THEREFORE, in consideration of
the foregoing, the parties intending to be legally bound hereby, agree as
follows:
The Adviser shall, from the date of
this Agreement until May 1, 2010 (May 1 of each renewal period if this Agreement
is renewed), waive all or a portion of the fees under the Shareholder Servicing
Agreement to which the Adviser is entitled and/or reimburse expenses of other
shareholder organizations so that the shareholder servicing fee is no more than
0.05% of the average daily net assets of the Institutional Class.
The Adviser acknowledges and agrees
that it shall not be entitled to collect on or make a claim for waived fees or
reimbursed expenses at any time in the future.
This Agreement shall be governed by and
construed under the laws of the State of Maryland, without regard to its
conflict of law provisions. This Agreement may be signed in
counterparts.
The Waiver and Reimbursement Agreement
by and between Kinetics Mutual Funds, Inc. and the Adviser dated as of April 27,
2006 is herby terminated.
This Agreement shall not be terminated
before May 1, 2010 and will renew automatically each fiscal year thereafter
unless the Adviser or Kinetics Mutual Funds terminates the Agreement by
providing written notice to the other party 30-days prior to the beginning of
Kinetics Mutual Funds’ next fiscal year.
IN WITNESS WHEREOF, the parties hereto
have caused this instrument to be executed by their officers designated below as
of the day and year first above written.
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KINETICS
MUTUAL FUNDS, INC.
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KINETICS
ASSET MANAGEMENT, INC.
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By:
/s/Xxx X.
Xxxxxxx
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By:
/s/Xxxxxx
Xxxxxxxx
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Xxx
X. Xxxxxxx
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Xxxxxx
Xxxxxxxx
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Vice-President
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Chief
Financial Officer
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