Exhibit 2(k)(iii)
REVISED EXPENSE DEFERRAL AGREEMENT
This Agreement is made and entered into as of December 31, 2002, by and
between Columbia Management Multi-Strategy Hedge Fund, LLC, a Delaware limited
liability company (the "Fund"), and Columbia Management Company, an Oregon
corporation ("Columbia").
WITNESSETH:
WHEREAS, Columbia has been appointed the investment adviser of the Fund
pursuant to a Management Agreement dated as of October 11, 2002 by and between
the Fund and Columbia relating to the Fund; and
WHEREAS, the Fund and Columbia desire to enter into the arrangements
described herein relating to certain expenses of the Fund;
NOW, THEREFORE, the Fund and Columbia hereby agree as follows:
1. Columbia has spent, voluntarily on behalf of the Fund, $366,088, on
the Fund's organizational and initial offering expenses (collectively,
"ORGANIZATIONAL AND OFFERING EXPENSES").
2. The Fund agrees to repay to Columbia the Organizational and Offering
Expenses, subject to the limitations provided in this Section 2. The Fund shall
repay any amount constituting Organizational and Offering Expenses within thirty
(30) days of its receipt of a written demand therefor by Columbia, but only if
and to the extent that the expenses of the Fund (exclusive of brokerage costs,
interest, taxes or extraordinary expenses and any management fees or
performance-based fees paid by the Fund), including such repayment, are at an
annual rate (as a percentage of the average net assets of the Fund) of less than
or equal to 0.75%, calculated for the period beginning on the first day of the
then current fiscal year through the end of the month immediately preceding
receipt of the written demand.
3. This Agreement shall terminate upon, and the Fund shall have no
obligation hereunder to pay to Columbia any Organizational and Offering Expenses
after, the last day of the Fund's fiscal year during which the third anniversary
of the commencement of operations of the Fund falls.
4. This agreement supersedes the Expense Deferral Agreement entered
into by the parties hereto as of December 19, 2002 which agreement shall have no
further force or effect.
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IN WITNESS WHEREOF, the parties hereto have executed this Revised Expense
Deferral Agreement as of the day and year first above written.
COLUMBIA MANAGEMENT
MULTI-STRATEGY HEDGE FUND, LLC
/s/ Xxxxxxx Xxxxx
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By: Xxxxxxx Xxxxx
Title: Vice President
COLUMBIA MANAGEMENT COMPANY
/s/ Xxxxxx Xxxxxxx
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By: Xxxxxx Xxxxxxx
Title: Chief Operating Officer