Letter Agreement
Letter Agreement
August 27, 2013
Xxxxxxx Fund Services Company
0000 Xxxxxx Xxxxxx
00xx Xxxxx Xxxxxxx
Xxxxxxxxxx 00000
| Re: | Amended and Restated Administrative Agreement - Section 6.A Compensation of the Manager |
This letter agreement amends the Amended and Restated Administrative Agreement, dated January 1, 2008, between Xxxxxxx Investment Company (“RIC”) and Xxxxxxx Fund Services Company (“RFSC” or the “Manager”), as amended (the “Agreement”). In order to consolidate prior amendments to Section 6.A. of the Agreement, RIC and RFSC desire to amend and restate Section 6.A of the Agreement as follows:
| 6. | Compensation of the Manager. |
| A. | As consideration for the Manager’s services to the Sub-Trusts, listed below, the Manager shall receive from each of the Sub-Trusts, except the LifePoints Funds Target Date Series 2015 Strategy, 2020 Strategy, 2025 Strategy, 2030 Strategy, 2035 Strategy, 2040 Strategy, 2045 Strategy, 2050 Strategy, 2055 Strategy and In Retirement Funds (the “Target Date Funds”), an annual management fee, accrued daily at the rate of 1/365th of the applicable management fee on each day and payable monthly. The applicable management fee will be based upon Xxxxxxx Investment Company average daily net assets (not individual Sub-Trust daily net assets), excluding the Target Date Funds, whereby each tier of Xxxxxxx Investment Company average daily net assets has a different basis point fee as set forth below. |
| Fee Schedule |
||||
| Xxxxxxx Investment Company Tiers of Average Daily Net Assets* (in billions of USD) |
Fee in Basis Points | |||
| First $25 ($0 to $25) |
5.00 | |||
| Next $10 (>$25 to $35) |
4.75 | |||
| Next $10 (>$35 to $45) |
4.50 | |||
| Next $10 (>$45 to $55) |
4.00 | |||
| Greater than $55 |
3.50 | |||
| * | Excluding Target Date Funds average daily net assets |
As consideration for the Manager’s services to the Target Date Funds, the Manager shall receive from each of the Target Date Funds an annual management fee of 0.00% of the average daily net assets of each such Sub-Trust.
Sub-Trusts
Xxxxxxx Xxxxx Duration Bond Fund
Xxxxxxx Tax Exempt Bond Fund
Xxxxxxx Global Real Estate Securities Fund
Xxxxxxx Global Equity Fund
Xxxxxxx Emerging Markets Fund
Xxxxxxx U.S. Core Equity Fund
Xxxxxxx U.S. Small Cap Equity Fund
Xxxxxxx U.S. Defensive Equity Fund
Xxxxxxx International Developed Markets Fund
Xxxxxxx Investment Grade Bond Fund
Xxxxxxx Strategic Bond Fund
Xxxxxxx Tax-Managed U.S. Large Cap Fund
Xxxxxxx Commodity Strategies Fund
Xxxxxxx Global Opportunistic Credit Fund
Xxxxxxx Global Infrastructure Fund
Xxxxxxx Multi-Strategy Alternative Fund
Xxxxxxx U.S. Strategic Equity Fund
Xxxxxxx U.S. Large Cap Equity Fund
Xxxxxxx U.S. Mid Cap Equity Fund
Xxxxxxx Tax-Managed U.S. Mid & Small Cap Fund
Xxxxxxx U.S. Dynamic Equity Fund
Xxxxxxx Strategic Call Overwriting Fund
Conservative Strategy
Balanced Strategy
Moderate Strategy
Growth Strategy
Equity Growth Strategy
2015 Strategy
2020 Strategy
2025 Strategy
2030 Strategy
2035 Strategy
2040 Strategy
2045 Strategy
2050 Strategy
2055 Strategy
In Retirement
2017 Retirement Distribution – A Shares
2017 Retirement Distribution – S Shares
If this agreement is acceptable to you, please sign below to indicate your acceptance and agreement.
| Sincerely, | ||
| XXXXXXX INVESTMENT COMPANY | ||
| By: | /s/ Xxxx X. Xxxxxxx | |
| Xxxx X. Xxxxxxx | ||
| Treasurer and Chief Accounting Officer | ||
| Accepted and Agreed: | ||
| XXXXXXX FUND SERVICES COMPANY | ||
| By: | /s/ Xxxxxx Xxxxxxxxx | |
| Xxxxxx Xxxxxxxxx | ||
| President and Chief Executive Officer | ||
