Exhibit d(3)
EXPENSE LIMITATION AGREEMENT
THIS EXPENSE LIMITATION AGREEMENT is made as of the 1st day of
October, 2001 by and between ISI STRATEGY FUND, INC., a Maryland corporation
(the "Fund"), and INTERNATIONAL STRATEGY & INVESTMENT INC., a Maryland
corporation (the "Advisor"), with respect to the following:
WHEREAS, the Advisor serves as the Fund's investment advisor pursuant
to an Investment Advisory Agreement dated September 12, 1997; and
WHEREAS, the Advisor has voluntarily agreed to waive its fees and
reimburse expenses so that the Fund's total operating expenses do not exceed
1.30% of its average daily net assets; and
WHEREAS, the Fund and the Advisor desire to formalize this voluntary
fee waiver and expense reimbursement arrangement for a one year period beginning
on October 1, 2002 and ending on September 30, 2003.
NOW THERETOFORE, in consideration of the mutual covenants here in
contained and other good and valuable consideration, the receipt whereof is
hereby acknowledged, the parties hereto agree as follows:
1. The Advisor agrees to waive its fees and reimburse expenses for a
one year period from October 1, 2002 to September 30, 2003 to the extent
necessary so that the Fund's total annual operating expenses do not exceed 1.30%
of its average daily net assets.
2. Upon the termination of the Investment Advisory Agreement this
Agreement shall automatically terminate.
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 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 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 Maryland.
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.
ISI STRATEGY FUND, INC.
Attest: /S/XXXXXXXX XXXXXX by:/S/R. XXXX XXXXXXX
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By: Xxxxxxxx Xxxxxx By: R. Xxxx Xxxxxxx
Title: President
INTERNATIONAL STRATEGY &
INVESTMENT INC.
Attest: /S/XXXXXXXX XXXXXX by:/S/XXXXX XXXXX
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By: Xxxxxxxx Xxxxxx By: Xxxxx Xxxxx
Title: Executive Vice President
