Exhibit 99(h)(3)
EXPENSE LIMITATION AGREEMENT
This EXPENSE LIMITATION AGREEMENT is made as of the 30th day of April, 2001
by and between BT INSTITUTIONAL FUNDS, a Massachusetts Business trust (the
`Trust'), CASH MANAGEMENT PORTFOLIO, TREASURY MONEY PORTFOLIO, INTERNATIONAL
EQUITY PORTFOLIO, EQUITY 500 INDEX PORTFOLIO and BT INVESTMENT PORTFOLIOS, each
a New York trust (each a `Portfolio Trust' and, collectively, the `Portfolio
Trusts'), DEUTSCHE ASSET MANAGEMENT, INC., a Delaware corporation (the
`Adviser'), and BANKERS TRUST COMPANY, a New York corporation (the
`Administrator'), with respect to the following:
WHEREAS, the Adviser serves as the Trust's Investment Adviser pursuant to
an Investment Advisory Agreement dated April 30, 2001, the Adviser serves as the
Portfolio Trusts' Investment Adviser pursuant to Investment Advisory Agreements
dated March 8, 2001 and April 30, 2001, the Administrator serves as the Trust's
Administrator pursuant to an Administration and Services Agreement dated October
28, 1992, and the Administrator serves as the Administrator to Cash Management
Portfolio, Treasury Money Portfolio, International Equity Portfolio, Equity 500
Index Portfolio and BT Investment Portfolios pursuant to Administration and
Services Agreements dated April 29, 1992, April 29, 1992, April 8, 1992, April
8, 1992 and April 28, 1993, respectively (collectively, the `Agreements').
NOW, in consideration of the mutual covenants herein contained and other
good and valuable consideration, the receipt whereof is hereby acknowledged, the
parties hereto agree as follows:
1. The Adviser and Administrator agree to waive their fees and/ or
reimburse expenses to the extent necessary so that the ordinary annual
operating expenses for each of the Trust's series or classes set forth
on Exhibit A, as may be amended from time to time, (each a `Fund') do
not exceed the percentage of average daily net assets set forth on
Exhibit A for the 16 month period from such Fund's fiscal year end.
For the purposes of this Agreement, ordinary operating expenses for a
Fund generally consist of all costs not specifically borne by the
Adviser, Administrator or a Fund's principal underwriter, including
investment advisory fees, administration and services fees, fees for
necessary professional services, amortization of organizational
expenses and costs associated with regulatory compliance and
maintaining legal existence and shareholder relations.
2. This Agreement shall be effective as to each Fund as of the date the
Fund commences operations after this Agreement shall have been
approved by the Board of Trustees of the Trust with respect to that
Fund and, unless sooner terminated as provided herein, shall continue
in effect as to such Fund for successive 16 month periods from such
Fund's fiscal year end, provided such continuance is specifically
approved at least annually by the vote of a majority of the Board of
Trustees of the Trust. Upon the termination of any of the Agreements,
this Agreement shall automatically terminate with respect to the
affected Fund.
3. Any question of interpretation of any term or provision of this
Agreement having a counterpart in or otherwise derived from a term or
provision of the Investment Company Act of 1940, as amended (the `1940
Act') shall be resolved by reference to such term or provision of the
1940 Act and to interpretations thereof, if any, by the United States
Courts or in the absence of any controlling decision of any such
court, by rules,
regulations or orders of the Securities and Exchange Commission
(`SEC') issued pursuant to said Act. In addition, where the effect of
a requirement of the 1940 Act reflected in any provision of this
Agreement is revised by rule, regulation or order of the SEC, such
provision shall be deemed to incorporate the effect of such rule,
regulation or order. Otherwise the provisions of this Agreement shall
be interpreted in accordance with the laws of Massachusetts.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate by their respective officers as of the day and year first
above written.
BT INSTITUTIONAL FUNDS
CASH MANAGEMENT PORTFOLIO
TREASURY MONEY PORTFOLIO
INTERNATIONAL EQUITY PORTFOLIO
EQUITY 500 INDEX PORTFOLIO
BT INVESTMENT PORTFOLIOS
Attest: /s/ Xxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
______________________ _____________________
Name: Xxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx
Title: Secretary
DEUTSCHE ASSET MANAGEMENT, INC.
Attest: /s/ Xxx X. Xxxxxx By: /s/ Xxxxxxx X. Xxxx
______________________ _____________________
Name: Xxx X. Xxxxxx Name: Xxxxxxx X. Xxxx
Title: Vice President
BANKERS TRUST COMPANY
Attest: /s/ Xxx X. Xxxxxx By: /s/ Xxxx X. Xxxxxxxx
______________________ _____________________
Name: Xxx X. Xxxxxx Name: Xxxx X. Xxxxxxxx
Title: Managing Director
Exhibit A
Ordinary Fund Operating
Expenses
(as a percentage of average daily
Fund net assets)
Cash Management Fund Institutional 0.23%
Cash Reserves Fund Institutional 0.18%
Treasury Money Fund Institutional 0.25%
International Equity Fund - Institutional Class I 0.95%
International Equity Fund - Institutional Class II 1.25%
Equity 500 Index Fund Premier 0.10%
Liquid Assets Fund Institutional 0.16%
Treasury Assets Fund Institutional 0.16%
Daily Assets Fund Institutional 0.12%
