FORM OF AMENDMENT
EX-99.g.1(i)
[LOGO]CHASE
THE CHASE MANHATTAN BANK
0 Xxx Xxxx Xxxxx
Xxx Xxxx, XX 00000
August 28, 2001
The Xxxxxxx Relationship Funds
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, XX 00000
RE: AMENDMENT TO MULTIPLE SERVICES AGREEMENT EFFECTIVE MAY 9, 1997
SCHEDULES B1 AND F TO REFLECT THE ADDITION OF THE DSI ENHANCED S&P 500 FUND
Dear Sirs:
We refer to the Multiple Services Agreement effective May 9, 1997 (the
"MSA") between Xxxxxx Xxxxxxx Trust Company, which was succeeded by The Chase
Manhattan Bank, and the Xxxxxxx Relationship Funds.
The parties hereby agree as follows:
1. "Schedule B1 - List of Series of Xxxxxxx Relationship Funds AS
AMENDED MAY 21, 2000" IS REPLACED in its entirety with "Schedule B1 - List
of Series of Xxxxxxx Relationship Funds as last amended on August 28,
2001," attached hereto.
2. "Schedule F - Fee Schedule for Xxxxxxx Relationship Funds AS AMENDED
MAY 21, 2000" IS REPLACED in its entirety with "Schedule F - Fee Schedule
for Xxxxxxx Relationship Funds as last amended on August 28, 2001,"
attached hereto.
The MSA, as amended by this letter amendment, shall continue in full force
and effect.
Page Two
Please evidence your acceptance of the terms of this letter by signing below and
returning one copy to Xxxxx Xxxxxxxxxx, X.X. Xxxxxx Investor Services Co., 00
Xxxxxxx, Xxxxxx, XX 00000.
Very truly yours,
THE CHASE MANHATTAN BANK
By:
---------------------------------
Name:
Title:
Accepted and Agreed:
THE XXXXXXX RELATIONSHIP FUNDS
By:
------------------------------------
Name:
Title:
SCHEDULE B1
LIST OF SERIES OF THE XXXXXXX RELATIONSHIP FUNDS
AS LAST AMENDED AUGUST 28, 2001
Xxxxxxx Global Securities Fund
Xxxxxxx Global Bond Fund
Xxxxxxx U.S. Equity Fund
Xxxxxxx U.S. Large Capitalization Equity Fund
Xxxxxxx U.S. Intermediate Capitalization Equity Fund
Xxxxxxx U.S. Value Equity Fund
Xxxxxxx U.S. Small Capitalization Equity Fund
Xxxxxxx International Equity Fund
Xxxxxxx Emerging Markets Equity Fund
Xxxxxxx Xxxx Plus Fund
Xxxxxxx U.S. Bond Fund
Xxxxxxx U.S. Short/Intermediate Fixed Income Fund
Xxxxxxx Limited Duration Fund
Brinson Short-Term Fund
Xxxxxxx U.S. Treasury Inflation Protected Securities Fund
Xxxxxxx U.S. Cash Management Prime Fund
Xxxxxxx High Yield Fund
Xxxxxxx Defensive High Yield Fund
Xxxxxxx Emerging Markets Debt Fund
Xxxxxxx Securitized Mortgage Fund
DSI Enhanced S&P 500 Fund Fund
SCHEDULE F
FEE SCHEDULE FOR THE XXXXXXX RELATIONSHIP FUNDS
AS LAST AMENDED ON AUGUST 28, 2001
ACCOUNTING, ADMINISTRATION, TRANSFER AGENCY AND
CUSTODY SERVICES ANNUAL FEE SCHEDULE
1. On an annual basis, 0.25 basis points of the average weekly U.S. assets
of the Customer, 6.00 basis points of the average weekly non-U.S.
assets of the Customer, 32.50 basis points of the average weekly
emerging markets equity assets of the Customer and 1.90 basis points of
the average weekly emerging markets debt assets of the Customer.
There will be an annual fee of $25 for each shareholder account within
The Xxxxxxx Relationship Funds.
An additional fee of 7.50 basis points will be charged for
administrative duties. PLEASE NOTE: The additional fee of 7.50 basis
points can ONLY be charged up to the extent it does not make a fund
exceed its expense cap. Please see below for the expense caps of each
fund within the Xxxxxxx Relationship Funds:
FUND EXPENSE CAP
---- -----------
Xxxxxxx Global Securities Fund 5 basis points
Xxxxxxx Global Bond Fund 5 basis points
Xxxxxxx U.S. Equity Fund 1 basis point
Xxxxxxx U.S. Large Capitalization Equity Fund 1 basis point
Xxxxxxx U.S. Intermediate Capitalization Equity Fund 1 basis point
Xxxxxxx U.S. Value Equity Fund 1 basis point
Xxxxxxx U.S. Small Capitalization Equity Fund 0 basis point
Xxxxxxx International Equity Fund 6 basis points
Xxxxxxx Emerging Markets Equity Fund 50 basis points
Xxxxxxx Xxxx Plus Fund 5 basis points
Xxxxxxx U.S. Bond Fund 1 basis point
Xxxxxxx U.S. Short/Intermediate Fixed Income Fund 1 basis point
Xxxxxxx Limited Duration Fund 1 basis point
Brinson Short-Term Fund 5 basis points
Xxxxxxx U.S. Treasury Inflation Protected Securities Fund 1 basis point
Xxxxxxx U.S. Cash Management Prime Fund 1 basis point
Xxxxxxx High Yield Fund 0 basis point
Xxxxxxx Defensive High Yield Fund 1 basis point
Xxxxxxx Emerging Markets Debt Fund 50 basis points
Xxxxxxx Securitized Mortgage Fund 10 basis points
DSI Enhanced S&P 500 Fund Fund 10 basis points
NO FEE (asset based or otherwise) will be charged on any investments
made by any fund into any other fund managed by Xxxxxxx Partners, Inc.
Fees are to be charged ONLY where actual non-Xxxxxxx Partners,
Inc.-sponsored investment company or series securities are held. Assets
of a series which are invested in another Xxxxxxx Partners,
Inc.-sponsored investment company or series shall not be counted in
determining whether or not the charging of the 7.50 basis points charge
for administrative duties would cause a fund to exceed its fee cap and
shall not be counted in determining the amount of assets subject to the
7.50 basis points.
For purposes of this Schedule F, the "AVERAGE WEEKLY U.S. ASSETS OF THE
CUSTOMER" means the average weekly U.S. assets custodied within the
United States of the Customer as calculated by the Accounting Agent for
the month for which the statement reflecting the charges for a given
month relates. For purposes of this Schedule F, the "AVERAGE WEEKLY
NON-U.S. ASSETS OF THE CUSTOMER" means the average weekly balance of
countries included in the Xxxxxx Xxxxxxx Capital World Ex-U.S.A. (free)
Index or the Salomon Non-U.S. Government Bond Index (including assets
with a country of issue of the European Economic Community and held in
Euroclear or CEDEL) custodied outside the United States of the Customer
as calculated by the Accounting Agent for the month for which the
statement reflecting the charges for a given month relates. For
purposes of this Schedule F, the "AVERAGE WEEKLY EMERGING MARKETS
EQUITY ASSETS OF THE CUSTOMER" means the average weekly balance of the
countries included in the International Finance Corporation Global
Index (excluding countries included in the Xxxxxx Xxxxxxx Capital World
Ex-U.S.A. (free) Index or the Salmon Non-U.S. Government Bond Index,
but including assets with a country of issue in the local market
contained in such index that are held in Euroclear or CEDEL) custodied
outside the United States of the Xxxxxxx Emerging Markets Equity Fund
as calculated by the Accounting Agent for the month for which the
statement reflecting the charges for a given month relates. For
purposes of this Schedule F, the "AVERAGE WEEKLY EMERGING MARKETS DEBT
ASSETS OF THE CUSTOMER" means the average weekly balance of the
countries included in the X.X. Xxxxxx Emerging Markets Bond Index Plus
custodied outside the United States of the Xxxxxxx Emerging Markets
Debt Fund (including assets with a country of issue in the local market
contained in such index that are held in Euroclear or CEDEL) as
calculated by the Accounting Agent for the month for which the
statement reflecting the charges for a given month relates.
Those fees include all out-of-pocket expenses or transaction charges
incurred by the accountant, administrator, transfer agent and custodian
with the exception of the following.
The Customer will be billed directly by Other Parties for the following
direct Customer expenses or transaction charges:
(1) taxes;
(2) salaries and other fees of officers and directors who are not
officers, directors, shareholders or employees of Other
Parties, or the Customer's investment adviser;
(3) SEC and state Blue Sky registration and qualification fees,
levies, fines and other charges;
(4) XXXXX filing fees;
(5) independent public accountants;
(6) insurance premiums including fidelity bond premiums;
(7) outside legal expenses;
(8) costs of maintenance of corporate existence;
(9) expenses of typesetting and printing of prospectuses for
regulatory purposes and for distribution to current
shareholders of the Customer;
(10) expenses of printing and production costs of shareholders'
reports and proxy statements and materials;
(11) trade association dues and expenses; and
(12) travel and lodging expenses of the Customer's directors and
officers who are not directors, officers and/or employees of
Other Parties.
Customer will not be billed directly for any direct Customer Expenses
or pay any other direct Customer expenses, unless the payment of such
direct expenses is agreed to in writing by Customer.
2. Upon termination of the provision of services under this Agreement
before the end of any month, the fee for the part of the month before
such termination or the date after which the provision of services
ceases, whichever is later, shall be prorated according to the
proportion which such part bears to the full monthly period and shall
be payable upon the date of such termination or the date after which
the provision of the services ceases, whichever is later.
