AMENDMENT TO THE

AMENDMENT TO THE

EXPENSE LIMITATION AGREEMENT

DATED MARCH 12, 2013

THIS AMENDMENT (the “Amendment”) entered into as of March 12, 2013 is an amendment to the Expense Limitation Agreement (the “Agreement”) dated January 22, 2010, by and between DundeeWealth Funds, an open-end management investment company (the “Trust”) and DundeeWealth US, LP (“DundeeWealth”), on behalf of the Portfolios (as defined in the Agreement).

WHEREAS, the Trust and DundeeWealth desire to amend Exhibit A of the Agreement to update the list of Portfolios; and

WHEREAS, this Amendment will be effective as of the date of the effectiveness of the Post-Effective Amendment related to the JOHCM Global Equity Fund and the Institutional Share Class of the Portfolios (the “Effective Date”).

NOW THEREFORE, in consideration of the mutual terms and agreements set forth in the Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto intending to be bound, agree to the following:

I. Capitalized terms not otherwise defined herein shall have the meaning ascribed to it in the Agreement.

II. Exhibit A to the Agreement is hereby amended and restated as provided on Schedule A attached hereto, as of the Effective Date.

III. All other terms and conditions of the Agreement shall remain in full force and effect and are incorporated herein by reference.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through their duly authorized officers, as of the Effective Date.

DUNDEEWEALTH FUNDS			DUNDEEWEALTH US, LP
By:	/s/ Xxx X. Xxxxxx		By:	/s/ Xxxxx X. Xxxxx
Name: Xxx X. Xxxxxx			Name: Xxxxx X. Xxxxx
Title:   President			Title:  Senior Vice President

SCHEDULE A

EXHIBIT A

TO THE

EXPENSE LIMITATION AGREEMENT

Fund

Class

Expense Cap

Termination Date

Xxxxx Group Large Cap Core Growth Fund

Class I

0.79%

01/31/14

Xxxxx Group Large Cap Core Growth Fund

Class II

1.04%

01/31/14

Mount Xxxxx U.S. Focused Equity Fund

Class I

0.95%

01/31/14

Mount Xxxxx U.S. Focused Equity Fund

Class II

1.20%

01/31/14

Dynamic Energy Income Fund

Class I

1.09%

01/31/14

Dynamic Energy Income Fund

Class II

1.24%

01/31/14

Dynamic Energy Income Fund

Institutional

0.99%

01/31/14

Dynamic Canadian Equity Income Fund

Class I

1.09%

01/31/14

Dynamic Canadian Equity Income Fund

Class II

1.24%

01/31/14

Dynamic Canadian Equity Income Fund

Institutional

0.99%

01/31/14

Dynamic Contrarian Advantage Fund

Class I

1.15%

01/31/14

Dynamic Contrarian Advantage Fund

Class II

1.30%

01/31/14

Dynamic Contrarian Advantage Fund

Institutional

1.05%

01/31/14

Dynamic Discovery Fund

Class I

1.25%

01/31/14

Dynamic Discovery Fund

Class II

1.40%

01/31/14

Dynamic Discovery Fund

Institutional

1.15%

01/31/14

Dynamic Gold & Precious Metals Fund

Class I

1.20%

01/31/14

Dynamic Gold & Precious Metals Fund

Class II

1.35%

01/31/14

Dynamic Gold & Precious Metals Fund

Institutional

1.10%

01/31/14

Dynamic U.S. Growth Fund

Class I

0.84%

01/31/14

Dynamic U.S. Growth Fund

Class II

0.99%

01/31/14

Dynamic U.S. Growth Fund

Institutional

0.74%

01/31/14

Dynamic World Growth Fund

Class I

1.15%

01/31/14

Dynamic World Growth Fund

Class II

1.30%

01/31/14

Dynamic World Growth Fund

Institutional

1.05%

01/31/14

Dynamic Global Growth Fund

Class I

1.15%

01/31/14

Dynamic Global Growth Fund

Class II

1.30%

01/31/14

Dynamic Global Growth Fund

Institutional

1.05%

01/31/14

JOHCM International Select Fund

Class I

1.09%

01/31/14

JOHCM International Select Fund

Class II

1.34%

01/31/14

JOHCM Emerging Markets Opportunities Fund

Class I

1.39%

01/31/14

JOHCM Emerging Markets Opportunities Fund

Class II

1.54%

01/31/14

JOHCM Emerging Markets Opportunities Fund

Institutional

1.39%

01/31/14

JOHCM Global Equity Fund

Class I

1.18%

03/31/14

JOHCM Global Equity Fund

Class II

1.33%

03/31/14

JOHCM Global Equity Fund

Institutional

1.08%

03/31/14