exhibit h(2)
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENTS
TT International Investment Management
Xxxxxx Xxxxx
0 Xxxxxx Xxxx
Xxxxxx, Xxxxxxx XX0X 0XX
April 7, 0000
XX Xxxxxxxxxxxxx X.X.X. Feeder Trust
c/o Investors Bank & Trust Company
000 Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Expense Limitation Agreement
Ladies and Gentlemen:
TT International Investment Management currently provides management
services to TT Active International Mutual Fund (formerly known as "TT EAFE
Mutual Fund") (the "Fund"), a series of TT International U.S.A. Feeder Trust
(the "Trust"), a Massachusetts business trust. By letter agreement dated
January 1, 2002, amended and restated on September 1, 2002 (the "Original
Agreement"), we agreed with the Trust to waive or reimburse management fees or
certain other expenses of the Fund. We hereby amend and restate the Original
Agreement and hereby agree with the Trust that we will waive management fees or
other amounts payable to us by the Fund or will reimburse the Fund for expenses
payable by the Fund to the extent necessary so that the aggregate expenses of
each class of the Fund (excluding brokerage fees and commissions, interest,
taxes and other extraordinary expenses), net of waivers and reimbursements,
would not exceed on a per annum basis the following percentages of each class'
average daily net assets:
Institutional Class..............................1.00%...
Class 1..........................................1.25%...
Class 2..........................................1.75%...
Class 3..........................................2.00%...
The agreement in this letter shall take effect on the date hereof, and
shall remain in effect until April 30, 2004.
Please sign below to confirm your agreement with the terms of this
letter.
Sincerely,
TT International Investment Management
By: /s/ Xxxxx X.X.Xxxxxxx
--------------------------------
Title: Partner
Agreed:
TT International U.S.A. Feeder Trust
on behalf of TT Active International Mutual Fund
By: /s/ X. X. Xxxxxxx
------------------------
Title: Secretary
TT International Investment Management
Xxxxxx Xxxxx
0 Xxxxxx Xxxx
Xxxxxx, Xxxxxxx XX0X 0XX
April 7, 0000
XX Xxxxxxxxxxxxx X.X.X. Feeder Trust
c/o Investors Bank & Trust Company
000 Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Expense Limitation Agreement
Ladies and Gentlemen:
TT International Investment Management currently provides management
services to TT Europe Mutual Fund (the "Fund"), a series of TT International
U.S.A. Feeder Trust (the "Trust"), a Massachusetts business trust. By letter
agreement dated January 1, 2002, as amended and restated on April 26, 2002 and
further amended and restated on September 1, 2002 (the "Original Agreement"),
we agreed with the Trust to waive or reimburse management fees or certain other
expenses of the Fund. We hereby amend and restate the Original Agreement and
hereby agree with the Trust that we will waive management fees or other amounts
payable to us by the Fund or will reimburse the Fund for expenses payable by
the Fund to the extent necessary so that the aggregate expenses of each class
of the Fund (excluding brokerage fees and commissions, interest, taxes and
other extraordinary expenses), net of waivers and reimbursements, would not
exceed on a per annum basis the following percentages of each class' average
daily net assets:
Institutional Class..............................1.00%...
Class 1..........................................1.25%...
Class 2..........................................1.75%...
Class 3..........................................2.00%...
The agreement in this letter shall take effect on the date hereof, and
absent an earlier modification approved by the Board of Trustees of the Trust,
shall remain in effect until December 31, 2013.
Please sign below to confirm your agreement with the terms of this
letter.
By: /s/ Xxxxx X.X.Xxxxxxx
--------------------------------
Title: Partner
Agreed:
TT International U.S.A. Feeder Trust
on behalf of TT Europe Mutual Fund
By: /s/ X. X. Xxxxxxx
-------------------------------------
Title: Secretary