AMENDMENT TO OPERATING EXPENSES AGREEMENT
AMENDMENT TO OPERATING EXPENSES AGREEMENT
This Amendment to Operating Expenses Agreement (this “Amendment”), effective as of May 1, 2014, is made by and between Xxxxxxxx International Funds (the “Trust”) and Xxxxxxxx International Capital Management, LLC (“Xxxxxxxx,” and together with the Trust, the “Parties”).
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Operating Expenses Agreement, dated as of November 4, 2003, as amended August 12, 2005, August 11, 2006, April 23, 2007, September 15, 2008, November 30, 2009, May 19, 2011, November 30, 2011, and April 30, 2013, by and between the Trust and Xxxxxxxx (the “Agreement”).
WITNESSETH THAT:
WHEREAS, the Parties originally entered into the Agreement to limit the Funds’ Operating Expenses; and
WHEREAS, the Parties wish to amend Appendix A of the Agreement to provide for a lower Expenses Cap for each Class of the Funds until August 31, 2015, which may be renewed thereafter as provided below;
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties hereto, intending to be legally bound, do hereby agree as follows:
| a) | Appendix A to the Agreement is hereby amended and replaced with the new Appendix A attached hereto. |
| b) | Paragraph 5 of the Agreement is hereby amended in its entirety to read as follows: |
5. Term. This Agreement shall become effective on the date specified herein and shall remain in effect until August 31, 2004, unless sooner terminated as provided in Paragraph 6 of this Agreement. This Agreement shall continue in effect thereafter for additional periods not exceeding one (1) year so long as such continuation is approved for each Fund at least annually by the Board of Trustees of the Trust (and separately by the disinterested Trustees of the Trust); provided, however, that the Expense Caps specified in the Appendix A attached hereto are effective as of May 1, 2014 with respect to the Funds and shall remain in effect until August 31, 2015 unless earlier terminated in accordance with Paragraph 6 hereof, renewable thereafter for additional periods not exceeding one (1) year so long as such continuation is approved for such Funds at least annually by the Board of Trustees of the Trust (and separately by the disinterested Trustees of the Trust).
| c) | The Agreement will otherwise remain in full force and effect. |
IN WITNESS WHEREOF, the Parties hereto have caused this Amendment, including the amended Appendix A attached hereto, to be signed by their duly authorized officers as of the date set forth below.
| XXXXXXXX INTERNATIONAL FUNDS | XXXXXXXX INTERNATIONAL CAPITAL MANAGEMENT, LLC | |||
| By: | /s/ Xxxx X. XxXxxxx | By: | /s/ Xxxxxxx X. Xxxxxxx | |
| Name: | Xxxx X. XxXxxxx | Name: | Xxxxxxx X. Xxxxxxx | |
| Title: | Vice President | Title: | Chief Executive Officer | |
| Date: | April 30, 2014 | Date: | April 30, 0000 | |
Xxxxxxxx A
(amended effective May 1, 2014)
| Fund | Expense Cap | Effective Date | |
|
Xxxxxxxx Asian Growth and Income Fund Xxxxxxxx Asia Dividend Fund Xxxxxxxx China Dividend Fund Xxxxxxxx Asia Focus Fund Xxxxxxxx Asia Growth Fund Xxxxxxxx Pacific Tiger Fund Xxxxxxxx Emerging Asia Fund Xxxxxxxx China Fund Xxxxxxxx India Fund Xxxxxxxx Japan Fund Xxxxxxxx Korea Fund Xxxxxxxx Asia Small Companies Fund Xxxxxxxx Asia Science and Technology Fund
|
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| · Institutional Class | 1.25% | May 1, 2014 | |
| · Investor Class | (1.25+Class Specific Expenses for the Investor Class)%1 | May 1, 2014 | |
| Xxxxxxxx Asia Strategic Income Fund | |||
| · Institutional Class | 0.90% | May 1, 2014 | |
| · Investor Class | (0.90+Class Specific Expenses for the Investor Class)%1 | May 1, 2014 | |
| Xxxxxxxx China Small Companies Fund | |||
| · Investor Class | 1.50% |
May 1, 2014
|
| XXXXXXXX INTERNATIONAL FUNDS | XXXXXXXX INTERNATIONAL CAPITAL MANAGEMENT, LLC | |||
| By: | /s/ Xxxx X. XxXxxxx | By: | /s/ Xxxxxxx X. Xxxxxxx | |
| Name: | Xxxx X. XxXxxxx | Name: | Xxxxxxx X. Xxxxxxx | |
| Title: | Vice President | Title: | Chief Executive Officer | |
| Date: | April 30, 2014 | Date: | April 30, 2014 | |
1 As used herein, the “Class Specific Expenses” of a Class means the Operating Expenses of that Class that are specific to that Class, including, without limitation, intermediary fees.
