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Exhibit H(2)
NORTHWESTERN MUTUAL SERIES FUND, INC.
_______ __, 2001
The Northwestern Mutual Life Insurance Company
000 Xxxx Xxxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Northwestern Mutual Investment Services, LLC
000 Xxxx Xxxxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Re: Agreement to Pay or Reimburse Expenses of Northwestern
Mutual Series Fund, Inc. X. Xxxx Price Small Cap Value
Portfolio, International Growth Portfolio, Asset Allocation
Portfolio and Capital Guardian Domestic Equity Portfolio
Gentlemen:
This letter constitutes an agreement between The Northwestern Mutual
Life Insurance Company ("NML"), Northwestern Mutual Investment Services, LLC
("NMIS") and Northwestern Mutual Series Fund, Inc. ("NMSF") by and between each
of the parties hereto as follows:
For each fiscal year of NMSF beginning on or after January 1, 2001 and
ending on or before December 31, 2006, NML and NMIS agree to pay or reimburse
Other Expenses of the X. Xxxx Price Small Cap Value Portfolio, International
Growth Portfolio, Asset Allocation Portfolio and Capital Guardian Domestic
Equity Portfolio of NMSF to the extent necessary so that Total Expenses on an
annualized basis, after the payment or reimbursement, do not exceed 1.00% of
average net assets for the X. Xxxx Price Small Cap Value Portfolio, 1.10% of
average net assets for the International Growth Portfolio, 0.75% of average net
assets for the Asset Allocation Portfolio and 0.75% of average net assets for
the Capital Guardian Domestic Equity Portfolio. All capitalized terms used
herein shall have the same meanings as they have when used in the currently
effective prospectus for NMSF.
Very truly yours,
NORTHWESTERN MUTUAL SERIES
FUND, INC.
By: ________________________
Name: Xxxx X. Xxxx
Title: Vice President/Treasurer
Agreed to and accepted:
THE NORTHWESTERN MUTUAL LIFE
INSURANCE COMPANY
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By: __________________________
Name: Xxxx X. Xxxx
Title: Senior Vice President
NORTHWESTERN MUTUAL INVESTMENT
SERVICES, LLC
By: __________________
Name: Xxxx X. Xxxx
Title: Executive Vice President, Investment Advisory Services