Exhibit h(4)
TT International Investment Management
Xxxxxx Xxxxx
0 Xxxxxx Xxxx
Xxxxxx, Xxxxxxx XX0X 0XX
___________, 0000
XX Xxxxxxxxxxxxx X.X.X. Feeder Trust
c/o Investors Bank & Trust Company
000 Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Amended and Restated Expense Limitation Agreement
Ladies and Gentlemen:
TT International Investment Management currently provides management
services to TT Europe Mutual Fund (the "Fund"), a series of TT International
U.S.A. Feeder Trust (the "Trust"), a Massachusetts business trust. By letter
agreement dated January 1, 2002 (the "Original Agreement"), we agreed with the
Trust to waive or reimburse management fees or certain other expenses of the
Fund. We hereby amend and restate the Original Agreement and hereby agree with
the Trust that we will waive management fees or other amounts payable to us by
the Fund or will reimburse the Fund for expenses payable by the Fund to the
extent necessary so that the Fund's aggregate expenses (excluding brokerage fees
and commissions, interest, taxes and other extraordinary expenses), net of
waivers and reimbursements, would not exceed on a per annum basis 1.55% of the
Fund's average daily net assets.
The agreement in this letter shall take effect on the date hereof, and,
absent an earlier modification approved by the Board of Trustees of the Trust,
shall remain in effect until December 31, 2011.
Please sign below to confirm your agreement with the terms of this
letter.
Sincerely,
TT International Investment Management
By:
--------------------------------
Title:
Agreed:
TT International U.S.A. Feeder Trust
on behalf of TT Europe Mutual Fund
By:
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Title:
