EX-99.g.1.c
The Chase Manhattan Bank
0 Xxx Xxxx Xxxxx
Xxx Xxxx, XX 00000-0000
April 28, 2000
The Xxxxxxx Funds
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, XX 00000
Re: Amendment to Multiple Services Agreement effective May 9, 1997
- Addition of Global Biotech Fund, U.S. Real Estate Equity Fund, U.S. Value
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Equity Fund, Global Technology Fund and U.S. Small Cap Equity Fund
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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 Funds.
The parties hereby agree as follows:
1. "Schedule B1 - List of Series of The Xxxxxxx Funds" is replaced in its
entirety with "Schedule B1 - List of Series of The Xxxxxxx Funds, as
amended on April 28, 2000," attached hereto.
2. "Schedule F - Fee Schedule for The Xxxxxxx Funds" is replaced in its
entirety with "Schedule F - Fee Schedule for The Xxxxxxx Funds, as
amended on April 28, 2000," attached hereto.
The MSA, as amended by this letter amendment, shall continue in full force and
effect.
Please evidence your acceptance of the terms of this letter by signing below
and returning one copy to Xxxxxxx Xxxxxxxx, The Chase Manhattan Bank, Third
Floor, 0 Xxx Xxxx Xxxxx, Xxx Xxxx, XX 00000-0000.
The Xxxxxxx Funds
April 28, 2000
Page Two
Very truly yours,
THE CHASE MANHATTAN BANK
By:
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Name: Xxxxxxx Xxxx
Title: Principal
Accepted and Agreed:
THE XXXXXXX FUNDS
By: /s/ E. Xxxxxx XxXxxxxx
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Name: E. Xxxxxx XxXxxxxx
Title: President
SCHEDULE B1
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LIST OF SERIES OF THE XXXXXXX FUNDS
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As amended April 28, 2000
Global Fund
Global Equity Fund
Global Technology Fund
Global Biotech Fund
Global Bond Fund
U.S. Balanced Fund
U.S. Equity Fund
U.S. Value Equity Fund
U.S. Large Cap Equity Fund
U.S. Large Cap Growth Fund
U.S. Small Cap Equity Fund
U.S. Small Cap Growth Fund
U.S. Real Estate Equity Fund
U.S. Bond Fund
High Yield Fund
Emerging Markets Debt Fund
Global (Ex-U.S.) Equity Fund
Emerging Markets Equity Fund
SCHEDULE F
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FEE SCHEDULE FOR THE XXXXXXX FUNDS
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as amended on April 28, 2000
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 and 5.25 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 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
Funds, excluding all loads and 12(b)-1 fees:
Fund Expense Cap
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Global Fund 110 basis points
Global Equity Fund 100 basis points
Global Technology Fund 155 basis points
Global Biotech Fund 130 basis points
Global Bond Fund 90 basis points
U.S. Balanced Fund 80 basis points
U.S. Equity Fund 80 basis points
U.S. Value Equity Fund 85 basis points
U.S. Large Cap Equity Fund 80 basis points
U.S. Large Cap Growth Fund 80 basis points
U.S. Small Cap Equity Fund 115 basis points
U.S. Small Cap Growth Fund 115 basis points
U.S. Real Estate Equity Fund 105 basis points
U.S. Bond Fund 60 basis points
High Yield Fund 70 basis points
Emerging Markets Debt Fund 115 basis points
Global (Ex-U.S.) Equity Fund 100 basis points
Emerging Markets Equity Fund 160 basis points
SCHEDULE F
as amended on April 28, 2000
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 Salomon 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 Customer's emerging markets equity funds 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
Customer's emerging markets debt funds (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.
SCHEDULE F
as amended on April 28, 2000
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.
