Exhibit (h)(viii)
FORM OF EXPENSE LIMITATION AGREEMENT
This EXPENSE LIMITATION AGREEMENT is made as of the day of , 200_ by
and between XXXXXXX INSTITUTIONAL FUNDS, a Massachusetts business trust (the
"Trust"), DEUTSCHE ASSET MANAGEMENT, INC., a Delaware corporation (the
"Advisor"), and INVESTMENT COMPANY CAPITAL CORPORATION, a Maryland business
corporation (the "Administrator"), with respect to the following:
WHEREAS, the Advisor serves as Investment Advisor to the Trust's series
set forth on Exhibit A pursuant to an Investment Advisory Agreement dated
________, 200_ and the Administrator serves as the Trust's Administrator
pursuant to an Administration Agreement dated July 1, 2001 (collectively, the
"Agreements").
NOW, in consideration of the mutual covenants herein contained and
other good and valuable consideration, the receipt whereof is hereby
acknowledged, the parties hereto agree as follows:
1. The Advisor and Administrator agree to waive their fees and/ or
reimburse expenses to the extent necessary so that the ordinary annual
operating expenses for each of the Trust's series or classes set forth
on Exhibit A, as may be amended from time to time, (each a "Fund") do
not exceed the percentage of average daily net assets set forth on
Exhibit A for the 16 month period from such Fund's fiscal year end. For
the purposes of this Agreement, ordinary operating expenses for a Fund
generally consist of all costs not specifically borne by the Advisor or
a Fund's principal underwriter, including investment advisory fees,
administration and services fees, fees for necessary professional
services, amortization of organizational expenses and costs associated
with regulatory compliance and maintaining legal existence and
shareholder relations.
2. This Agreement shall be effective as to each Fund as of the date the
Fund commences operations after this Agreement shall have been approved
by the Board of Trustees of the Trust with respect to that Fund and,
unless sooner terminated as provided herein, shall continue in effect
as to such Fund for successive 16 month periods from such Fund's fiscal
year end, provided such continuance is specifically approved at least
annually by the vote of a majority of the Board of Trustees of the
Trust. Upon the termination of any of the Agreements, this Agreement
shall automatically terminate with respect to the affected Fund.
3. Any question of interpretation of any term or provision of this
Agreement having a counterpart in or otherwise derived from a term or
provision of the Investment Company Act of 1940 (the "1940 Act") shall
be resolved by reference to such term or provision of the 1940 Act and
to interpretations thereof, if any, by the United States Courts or in
the absence of any controlling decision of any such
court, by rules, regulations or orders of the Securities and Exchange
Commission ("SEC") issued pursuant to said Act. In addition, where the
effect of a requirement of the 1940 Act reflected in any provision of
this Agreement is revised by rule, regulation or order of the SEC, such
provision shall be deemed to incorporate the effect of such rule,
regulation or order. Otherwise the provisions of this Agreement shall
be interpreted in accordance with the laws of Delaware.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate by their respective officers as of the day and year first
above written.
XXXXXXX INSTITUTIONAL FUNDS
Attest: By:
------------------ Name: Xxxxx X. Xxxxxxxxx
Name: Title: Assistant Secretary
DEUTSCHE ASSET MANAGEMENT,
INC.
Attest: By:
------------------ ------------------
Name: Name:
------------------
Title:
------------------
INVESTMENT COMPANY CAPITAL
CORPORATION
Attest: By:
------------------ ------------------
Name: Name:
------------------
Title:
------------------
Exhibit A
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Total Fund Operating Expenses
Fund (as a percentage of average daily net assets)
---- ---------------------------------------------
Xxxxxxx Inflation Protected Plus Fund - Class A Shares 0.70%
Xxxxxxx Inflation Protected Plus Fund - Class B Shares 1.40%
Xxxxxxx Inflation Protected Plus Fund - Class C Shares 1.40%
Xxxxxxx Inflation Protected Plus Fund - Institutional Class Shares 0.45%
Xxxxxxx Inflation Protected Plus Fund - Class S Shares 0.45%
