EXHIBIT 99B.23(h)-17
May 17, 2002
Xxxxxx Investment Portfolio Trust
000 Xxxxxxxxxx Xxxx., Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
Ladies and Gentlemen:
This letter agreement ("Agreement") addresses the series of
the Trust known as the Xxxxxx Mid Cap Value Fund (the "Fund"). Section 5 of our
Advisory Agreement, dated July 7, 1998, provides for compensation to Xxxxxx
Financial Group LLC ("Xxxxxx") with respect to the Fund. The Fund has
established two classes of shares known as Investor Shares and Institutional
Shares. Pursuant to this Agreement, Xxxxxx hereby agrees to reimburse the
Institutional Shares class expenses as follows:
Xxxxxx shall reimburse the Institutional Shares class of the
Fund to the extent the normal transfer agency and registration
expenses of the Institutional Shares exceed .25%, for any
fiscal year in which this Agreement is in effect, of the
Fund's average daily net assets attributable to the
Institutional Shares class; provided, however, there shall be
excluded from such expenses the amount of any extraordinary
expenses (including but not limited to legal claims and
liabilities and litigation costs and any indemnification
related thereto) paid or payable by the Fund and allocable or
attributable to the Institutional Shares class. This
reimbursement shall be estimated and accrued daily and paid
monthly.
This Agreement shall take effect as of the date first written
above and shall continue in effect for an initial term ending September 30,
2002, and shall continue thereafter for one-year terms unless terminated as
described below. This Agreement may be terminated: (i) by the Fund at any time
upon written notice to Xxxxxx; or (ii) by Xxxxxx upon written notice to the Fund
30 days prior to the end of any term. In addition, this Agreement shall
terminate automatically upon the termination of the investment advisory
agreement between Xxxxxx and the Fund.
This waiver is applicable only to that series of the Trust
known as the Xxxxxx Mid Cap Value Fund and shall not be applicable to any other
series of the Trust, whether now existing or hereafter created.
Very truly yours,
XXXXXX FINANCIAL GROUP LLC
By:
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Xxxx X. Xxxxxxxx
President
Agreed to and Accepted by:
XXXXXX INVESTMENT PORTFOLIO TRUST,
on behalf of its series,
Xxxxxx Mid Cap Value Fund
By:
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Xxxx X. Xxxxxxxx
President
