ORGANIZATIONAL EXPENSE REIMBURSEMENT AGREEMENT
This AGREEMENT is made this 11th day of September, 2003 by and between
XXXXXXXX GLOBAL SERIES TRUST, a Massachusetts business trust (the "Trust"), and
XXXXXXXX INVESTMENT MANAGEMENT NORTH AMERICA INC. (the "Adviser").
WHEREAS, the Trust, on behalf of its sole series of shares, Xxxxxxxx North
American Equity Fund (the "Fund"), and the Adviser have separately entered into
an Management Contract (the "Management Agreement");
NOW THEREFORE, in consideration of the mutual covenants hereinafter
contained, and in connection with the establishment and commencement of
operations of the Trust, it is hereby agreed by and between the parties hereto
as follows:
1. The Adviser agrees that the Adviser will pay all of the Trust's
organizational expenses, provided that the Trust shall reimburse the Adviser
for such organizational expenses following such time, not to exceed two years
from the date on which the Fund's investment activities commence, as the net
assets of the Trust exceed $900 million in value (whether the amounts paid by
the Adviser are paid by the Adviser before or after the net assets first
exceed such amount). For clarity, the expenses for which the Trust is being
reimbursed pursuant to this Agreement do not include fees payable by the
Trust pursuant to the terms of the Management Contract.
2. This Agreement may be terminated only by the vote of (a) the Board of
Trustees of the Trust, including the vote of Trustees who are not "interested
persons" of the Trust within the meaning of the Investment Company Act of
1940, as amended, and (b) a majority of the outstanding voting securities of
the Trust.
3. If any provision of this Agreement shall be held or made invalid by a court
decision, statute, rule, or otherwise, the remainder shall not be thereby
affected.
4. The Trust's Agreement and Declaration of Trust, including any amendments
thereto, is on file with the Secretary of State of the Commonwealth of
Massachusetts. This Agreement is executed on behalf of the Trust by the
Trust's officers as officers and not individually and the obligations imposed
upon the Trust by this Agreement are not binding upon any of the Trust's
Trustees, officers or shareholders individually but are binding only upon the
assets and property of the Trust.
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IN WITNESS WHEREOF, the Trust and the Adviser have caused this Agreement to
be executed on the day and year above written.
XXXXXXXX GLOBAL SERIES TRUST
By: /s/ XXXX XXXXXX
-
Name: Xxxx Xxxxxx
Title: Treasurer
XXXXXXXX INVESTMENT MANAGEMENT
NORTH AMERICA INC.
By: /s/ XXXX X. XXXXX
Name: Xxxx X. Xxxxx
Title: Executive Vice President
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