XXXX XXXXXXX TRUST
AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT
AMENDMENT (the "Amendment") made this ____ day of ______, 2007, to the
Amended and Restated Advisory Agreement dated January 1, 1996, as amended and
restated May 1, 1999, as amended, between Xxxx Xxxxxxx Trust, a Massachusetts
business trust (the "Trust") and Xxxx Xxxxxxx Investment Management Services,
LLC, a Delaware limited liability company ("JHIMS" or the "Adviser"). In
consideration of the mutual covenants contained herein, the parties agree as
follows:
1. CHANGE IN APPENDIX A
Appendix A is revised to add the advisory fees for the following portfolios
of the Trust:
a. American Fundamental Holdings Trust
b. American Global Diversification Trust
2. DUTIES OF THE ADVISER
The following provision is added under Section 2.a. (Duties of the
Adviser):
With respect to the portfolios listed below, the Adviser may elect to
manage the investments and determine the composition of the assets of the
portfolio, subject to the approval of the Trustees of the Trust.
a. American Fundamental Holdings Trust
b. American Global Diversification Trust
3. EFFECTIVE DATE
This Amendment shall become effective with respect to each portfolio on the
later of:
(i) the date of its execution and (ii) approval by the Board of Trustees of the
Trust of the Amendment with respect to a portfolio.
Xxxx Xxxxxxx Trust
By: ___________________________
Xxxx Xxxxxxx Investment Management Services, LLC
By: ___________________________
Appendix A
Advisory Fees for New Portfolios
American Fundamental Holdings Trust
The Adviser shall serve as investment adviser for the American Fundamental
Holdings Trust.
The Trust will pay the Adviser, as full compensation for all services provided
under this Agreement with respect to the American Fundamental Holdings Trust a
fee computed separately for the American Fundamental Holdings Trust as follows
(the "Adviser Fee"):
The Adviser Fee has two components: (a) a fee on net assets invested in
Affiliated Funds ("Affiliated Fund Assets") and (b) a fee on net assets not
invested in Affiliated Funds ("Other Assets"). Affiliated Funds are any fund of
Xxxx Xxxxxxx Trust, Xxxx Xxxxxxx Funds II and Xxxx Xxxxxxx Funds III excluding
the following Xxxx Xxxxxxx Trust funds: Money Market Trust B, 500 Index Trust B,
International Equity Index Trust B, Bond Index Trust B.
(a) The fee on Affiliated Fund Assets is stated as an annual percentage of the
current value of the net assets of the American Fundamental Holdings Trust
determined in accordance with the following schedule, and that rate is applied
to the Affiliated Fund Assets of the American Fundamental Holdings Trust.
Advisory Fee on Affiliated Fund Assets
Net Assets of the American Fundamental Holdings Trust
First Excess over $500
$500 million million
(b) The fee on Other Assets is stated as an annual percentage of the current
value of the net assets of the American Fundamental Holdings Trust determined in
accordance with the following schedule, and that rate is applied to the Other
Assets of the American Fundamental Holdings Trust.
Advisory Fee on Other Assets
Net Assets of American Fundamental Holdings Trust
First Excess over $500
$500 million million
For purposes of determining Net Assets of the American Fundamental Holdings
Trust and calculating the fee on Affiliated Fund Assets and the fee on Other
Assets, the net assets of the American Fundamental Holdings Trust, Affiliated
Fund Assets and Other Assets are determined as of the close of business on the
previous business day of the Trust.
The fee on Affiliated Fund Assets for the American Fundamental Holdings
Trust shall be based on the applicable annual Affiliated Funds fee rate for the
American Fundamental Holdings Trust which for each day shall be equal to (i) the
sum of the amounts determined by applying the annual percentage rates in the
Affiliated Funds Fee Table to the applicable portions of Net Assets of American
Fundamental Holdings Trust divided by (ii) Net Assets of the American
Fundamental Holdings Trust (the "Applicable Annual Affiliated Funds Fee Rate").
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The fee on Other Assets for the American Fundamental Holdings Trust shall
be based on the applicable annual Other Assets fee rate for the American
Fundamental Holdings Trust which for each day shall be equal to (i) the sum of
the amounts determined by applying the annual percentage rates in the Fee Table
for Other Assets to the applicable portions of Net Assets of American
Fundamental Holdings Trust divided by (ii) Net Assets of American Fundamental
Holdings Trust (the "Applicable Annual Other Assets Fee Rate").
The fee on Affiliated Fund Assets for the American Fundamental Holdings
Trust shall be accrued and paid daily to the Adviser for each calendar day. The
daily fee accruals will be computed by multiplying the fraction of one over the
number of calendar days in the year by the Applicable Annual Affiliated Funds
Fee Rate, and multiplying this product by the Affiliated Fund Assets of the
American Fundamental Holdings Trust. Fees shall be paid either by wire transfer
or check, as directed by the Adviser.
The fee on Other Assets for the American Fundamental Holdings Trust shall
be accrued and paid daily to the Adviser for each calendar day. The daily fee
accruals will be computed by multiplying the fraction of one over the number of
calendar days in the year by the Applicable Annual Other Assets Fee Rate, and
multiplying this product by the Other Assets of the American Fundamental
Holdings Trust. Fees shall be paid either by wire transfer or check, as directed
by the Adviser.
The daily Adviser Fee for the American Fundamental Holdings Trust shall be
the sum of the daily fee on Affiliated Fund Assets and the daily fee on Other
Assets.
If, with respect to the American Fundamental Holdings Trust, this Agreement
becomes effective or terminates, or if the manner of determining the Applicable
Annual Affiliated Funds Fee Rate or the Applicable Annual Other Assets Fee Rate
changes, before the end of any month, the fee (if any) for the period from the
effective date to the end of such month or from the beginning of such month to
the date of termination or from the beginning of such month to the date of such
change, as the case may be, shall be prorated according to the proportion which
such period bears to the full month in which such effectiveness or termination
or change occurs.
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American Global Diversification Trust
The Adviser shall serve as investment adviser for the American Global
Diversification Trust.
The Trust will pay the Adviser, as full compensation for all services provided
under this Agreement with respect to the American Global Diversification Trust a
fee computed separately for the American Global Diversification Trust as follows
(the "Adviser Fee"):
The Adviser Fee has two components: (a) a fee on net assets invested in
Affiliated Funds ("Affiliated Fund Assets") and (b) a fee on net assets not
invested in Affiliated Funds ("Other Assets"). Affiliated Funds are any fund of
Xxxx Xxxxxxx Trust, Xxxx Xxxxxxx Funds II and Xxxx Xxxxxxx Funds III excluding
the following Xxxx Xxxxxxx Trust funds: Money Market Trust B, 500 Index Trust B,
International Equity Index Trust B, Bond Index Trust B.
(a) The fee on Affiliated Fund Assets is stated as an annual percentage of the
current value of the net assets of the American Global Diversification Trust
determined in accordance with the following schedule, and that rate is applied
to the Affiliated Fund Assets of the American Global Diversification Trust.
Advisory Fee on Affiliated Fund Assets
Net Assets of the American Global Diversification Trust
First Excess over $500
$500 million million
(b) The fee on Other Assets is stated as an annual percentage of the current
value of the net assets of the American Global Diversification Trust determined
in accordance with the following schedule, and that rate is applied to the Other
Assets of the American Global Diversification Trust.
Advisory Fee on Other Assets
Net Assets of American Global Diversification Trust
First Excess over $500
$500 million million
For purposes of determining Net Assets of the American Global
Diversification Trust and calculating the fee on Affiliated Fund Assets and the
fee on Other Assets, the net assets of the American Global Diversification
Trust, Affiliated Fund Assets and Other Assets are determined as of the close of
business on the previous business day of the Trust.
The fee on Affiliated Fund Assets for the American Global Diversification
Trust shall be based on the applicable annual Affiliated Funds fee rate for the
American Global Diversification Trust which for each day shall be equal to (i)
the sum of the amounts determined by applying the annual percentage rates in the
Affiliated Funds Fee Table to the applicable portions of Net Assets of American
Global Diversification Trust divided by (ii) Net Assets of the American Global
Diversification Trust (the "Applicable Annual Affiliated Funds Fee Rate").
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The fee on Other Assets for the American Global Diversification Trust shall
be based on the applicable annual Other Assets fee rate for the American Global
Diversification Trust which for each day shall be equal to (i) the sum of the
amounts determined by applying the annual percentage rates in the Fee Table for
Other Assets to the applicable portions of Net Assets of American Global
Diversification Trust divided by (ii) Net Assets of American Global
Diversification Trust (the "Applicable Annual Other Assets Fee Rate").
The fee on Affiliated Fund Assets for the American Global Diversification
Trust shall be accrued and paid daily to the Adviser for each calendar day. The
daily fee accruals will be computed by multiplying the fraction of one over the
number of calendar days in the year by the Applicable Annual Affiliated Funds
Fee Rate, and multiplying this product by the Affiliated Fund Assets of the
American Global Diversification Trust. Fees shall be paid either by wire
transfer or check, as directed by the Adviser.
The fee on Other Assets for the American Global Diversification Trust shall
be accrued and paid daily to the Adviser for each calendar day. The daily fee
accruals will be computed by multiplying the fraction of one over the number of
calendar days in the year by the Applicable Annual Other Assets Fee Rate, and
multiplying this product by the Other Assets of the American Global
Diversification Trust. Fees shall be paid either by wire transfer or check, as
directed by the Adviser.
The daily Adviser Fee for the American Global Diversification Trust shall
be the sum of the daily fee on Affiliated Fund Assets and the daily fee on Other
Assets.
If, with respect to the American Global Diversification Trust, this
Agreement becomes effective or terminates, or if the manner of determining the
Applicable Annual Affiliated Funds Fee Rate or the Applicable Annual Other
Assets Fee Rate changes, before the end of any month, the fee (if any) for the
period from the effective date to the end of such month or from the beginning of
such month to the date of termination or from the beginning of such month to the
date of such change, as the case may be, shall be prorated according to the
proportion which such period bears to the full month in which such effectiveness
or termination or change occurs.
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