Exhibit 99.(d).(ii)
LETTER AGREEMENT
Driehaus Mutual Funds
00 Xxxx Xxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
This Agreement is made as of this 18th day of December 1997 between DRIEHAUS
MUTUAL FUNDS, a Delaware business trust (the "Trust") and DRIEHAUS CAPITAL
MANAGEMENT, INC., an Illinois corporation (the "Adviser").
WHEREAS, the Trust and the Adviser have entered into an Investment Advisory
Agreement dated September 25, 1996 (the "Advisory Agreement") under which the
Trust has agreed to retain the Adviser to render investment advisory and
management services to the Driehaus International Growth Fund (the "Initial
Portfolio"), and the Adviser has agreed to render such services to the Initial
Portfolio, together with any other Trust portfolios that may be established
later (collectively, the "Portfolios" and individually a "Portfolio");
WHEREAS, pursuant to Paragraph 2 of the Advisory Agreement, the Trust hereby
notifies the Adviser of its desire to retain the Adviser to render investment
advisory and management services to two additional portfolios to be known as the
Driehaus Asia Pacific Growth Fund and the Driehaus Emerging Markets Growth Fund
(the "New Portfolios"); and
WHEREAS, by signing this Agreement below, the Adviser agrees to render such
services, whereupon the New Portfolios shall become Portfolios under the
Advisory Agreement.
NOW THEREFORE, in consideration of the premises and mutual covenants set
forth herein, the Trust and the Adviser agree as follows:
1. The Trust hereby appoints the Adviser as investment adviser and manager
for the New Portfolios under the Advisory Agreement and the Adviser hereby
accepts such appointment and agrees to perform the services and duties set forth
in the Advisory Agreement on the terms set forth therein, except as otherwise
provided in this Agreement.
2. This Agreement shall become effective as of the date first above written
and, unless sooner terminated as provided in Paragraph 9 of the Advisory
Agreement, shall continue until September 30, 1999. Thereafter, this Agreement
will be extended with respect to a particular New Portfolio for successive
one-year periods ending on September 30 of each year, subject to the provisions
of Paragraph 9 of the Advisory Agreement.
3. For the services provided and the expenses assumed under this Agreement,
the Trust shall pay the Adviser a fee, computed daily and payable monthly, at an
annual rate of 1.5% of average daily net assets of each New Portfolio. For the
month and year in which this Agreement becomes effective or terminates, there
shall be an appropriate proration of such fee on the basis of the number of days
that the Agreement is in effect during the month and year, respectively.
4. All the other terms and conditions of the Advisory Agreement shall remain
in full effect.
5. This Agreement is hereby incorporated by reference into the Advisory
Agreement and is made a part thereof. In case of a conflict between this
Agreement and the Advisory Agreement, the terms of the Advisory Agreement are
controlling.
IN WITNESS WHEREOF, the Trust and the Adviser have cause this Agreement to be
executed as of the day and year first above written.
DRIEHAUS MUTUAL FUNDS
By: /s/ Xxxxxx X. Xxxxx
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ATTEST: /s/ Xxxx X. Xxxxx Xxxxxx X. Xxxxx
------------------------ Senior Vice President
Xxxx X. Xxxxx
Secretary
DRIEHAUS CAPITAL MANAGEMENT, INC.
By: /s/ Xxxxxx X. Xxxxx
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ATTEST: /s/ Xxxx X. Xxxxx Xxxxxx X. Xxxxx
------------------------ Senior Vice President
Xxxx X. Xxxxx
Secretary
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