ADDENDUM
TO
XXXXXX XXXXXXX FUND, INC.
FUND ADMINISTRATION AGREEMENT
This Addendum Agreement (the "Addendum") is made and entered into as of
September 26, 1996 by and among XXXXXX XXXXXXX ASSET MANAGEMENT INC., a Delaware
Corporation ("MSAM"), THE CHASE MANHATTAN BANK, a New York corporation, (the
"Administrator"). The Addendum amends and supplements the Fund Administration
Agreement (the "Agreement"), dated as of November 17, 1992 by and between MSAM
and the Administrator, as successor to United States Trust Company of New York.
In consideration of the mutual covenants stated below and in the Agreement,
MSAM and the Administrator agree as follows:
1. As used herein and in the Agreement, all capitalized terms herein have the
meanings as set forth in the Agreement. The Agreement and the Addendum
together constitute the entire agreement among the parties hereto and
supercede all prior oral or written agreements between or among any of the
parties hereto and their predecessors relating to the Investment Funds.
2. Section 10 of the Agreement is amended to specify that notices to the
Administrator shall be delivered to:
Chase Global Funds Services Company
00 Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
ATTN: Xxxxx X. Xxxxxx
Fax: 000-000-0000
3. With respect to the Xxxxxx Xxxxxxx Money Market Fund, Xxxxxx Xxxxxxx Tax-
Free Money Market Fund and Xxxxxx Xxxxxxx Government Obligations Money
Market Fund, Schedule A to the Agreement is replaced with Schedule A
attached hereto.
4. Schedule B to the Agreement is replaced with the Schedule B attached
hereto.
5. The Agreement as modified by the Addendum shall become effective when the
Addendum is accepted and signed by the parties hereto.
6. The Addendum may be executed in one or more counterparts, each of which
shall be deemed an original of the Addendum and when taken together shall
constitute one and the same Addendum.
IN WITNESS WHEREOF the parties hereto have caused the Addendum to be duly
executed as of the date first written above.
ATTEST: XXXXXX XXXXXXX ASSET MANAGEMENT INC.
/s/ Xxxxxx X. Xxxxxxxxx By /s/ Xxxxxx X. Xxxxx
------------------------- ----------------------------
Name: Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxx
Title: Principal
ATTEST: THE CHASE MANHATTAN BANK
/s/ Xxxx Xxxxxxxx By /s/ Xxxxxxx Xxxxxxx
------------------------- ----------------------------
Name: Xxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxx
Title: Senior Title: President
Vice President
SCHEDULE A
FEES AND EXPENSES
FOR THE
XXXXXX XXXXXXX MONEY MARKET FUND
XXXXXX XXXXXXX TAX-FREE MONEY MARKET FUND
AND
XXXXXX XXXXXXX GOVERNMENT OBLIGATIONS MONEY MARKET FUND
(THE "MONEY MARKET FUNDS")
I. FUND ACCOUNTING AND ADMINISTRATION FEES
MSAM shall pay to the Administrator an annual fee for each of the Money
Market Funds based on the following schedule:
0.07 OF 1% ON THE FIRST $200 MILLION IN ASSETS, PLUS
0.05 OF 1% ON THE NEXT $200 MILLION IN ASSETS, PLUS
0.04 OF 1% ON THE NEXT $200 MILLION IN ASSETS, PLUS
0.03 OF 1% ON ASSETS IN EXCESS OF $600 MILLION.
The fees in the foregoing table shall be based on the average daily
net assets of such Investment Funds. The fees will be computed and are payable
monthly.
Minimum Monthly Fee (exclusive of out-of-pocket expenses):
$7,083 per month for each of the first two portfolios (provided
that, for portfolios with assets under $40,000.00, the minimum
monthly fee will be $6,250 per month); and $6,250 per month for
each additional portfolio.
Out-of-pocket expenses for such Investment Funds, including, but not
limited to, the cost of security pricing services, including backup pricing
services, the preparation of Fund Board materials, and mailings will be billed
to MSAM on a monthly basis.
II. TRANSFER AGENCY AND SHAREHOLDER SERVICING FEES
A. MSAM shall pay to the Administrator periodic and transaction fees based
on the following schedule for each of the Money Market Funds:
FEES AND EXPENSES (CONTINUED)
ACCOUNT FEE:
Annual, semi-annual dividend $10.00 per account per annum
Quarterly dividend $12.00 per account per annum
Monthly dividend $15.00 per account per annum
Daily accrual dividend $15.00 per account per annum
Inactive account $ .30 per account per annum
Fees are billed monthly based on 1/12th of the annual fee. An inactive account
is defined as having a zero balance with no dividend payable. Inactive accounts
are purges annually after year-end tax reporting. Accounts which are subject to
a contingent deferred sales charge (CDSC) will have an additional 12.5% added to
their appropriate account fee.
TRANSACTION CHARGES:
New Account Set-up: $5.00 per account
Manual Transactions: $1.50 per transaction
Master/Omnibus Account: $1.50 per purchase/redemption
Wire order desk: $6.00 per broker call to place transactions
Account fee: $1.85 per account
Checkwriting: $ .50 per check (returned to shareholder)
$ .10 per check (not returned to shareholder)
12b-1 Calculation $ .25 per account per calculation
Commission Cycle: $ .25 per account per calculation (non
Fund/Serv)
ADDITIONAL EXPENSES (OUT-OF-POCKET):
a. Toll-free lines (if required)
b. Forms, envelopes, checks, checkbooks
c. Postage, etc. (bulk, pre-sort, first class current prevailing rates)
d. Hardware/phone lines for remote terminal(s)(if required)
e. Microfiche/microfilm
f. Wire fee for receipt or disbursement - $7.50 per wire
g. ACH Transaction Charge: $.20 per item
h. Mailing fee: Approximately $.08 per item, standard inserts $.015 each
i. Cost of proxy solicitation, mailing and tabulation
j. Certificate issuance fee: $2.00 per certificate
k. NSCC Fund/SERV interface charges, Networking charges, and PNC facility
and transaction charges (if applicable)
FEES AND EXPENSES (CONTINUED)
l. Audio Response (if applicable)
m. Record retention storage
n. "B" notice mailing: $3.00 per item
o. Locating lost shareholders in anticipation of escheating: $7.50 per
name
p. Development/programming costs: negotiated time and material
q. Consolidated statements: one annual statement included in pricing;
additional production $.25 per page, per production
r. Sales tracking system interfaces - negotiated time and expenses
s. Fulfillment
t. Creation of User Tapes - $100 per occurrence
u. Labels - $.06 each; $100 minimum
v. Non-PFPC caused reruns - time and material cost
w. Ad hoc reports: Standard $.01 per record processed - plus $100.00 set
up fee
x. Retroactive Record dates $100.00 plus $.025 per account
ADDITIONAL EXPENSES (WHICH MAY BE PAID BY SHAREHOLDER):
a. XXX/Xxxxx Processing: $10.00 per account per annum
5.00 new account set-up fee
10.00 per transfer in
18.00 per transfer out
b. Exchange Fee: $ 5.00
c. Checkwriting:
Stop Payments: $ 9.50 each
Non-Sufficient Funds: 25.00 each
Check Copies 2.50 each
d. Account Transcripts: Most recent 3 years $35.00
Three years or greater 50.00
SCHEDULE B
LISTING OF INVESTMENT FUNDS SUBJECT TO THIS AGREEMENT
INVESTMENT FUNDS FOR WHICH THE ADMINISTRATOR SERVES AS ADMINISTRATOR AND FUND
ACCOUNTING AGENT AND AS SOLE TRANSFER AGENT:
1. Xxxxxx Xxxxxxx Global Fixed Income Fund
2. Xxxxxx Xxxxxxx Worldwide High Income Fund
3. Xxxxxx Xxxxxxx High Yield Fund
4. Xxxxxx Xxxxxxx Global Equity Allocation Fund
5. Xxxxxx Xxxxxxx Asian Growth Fund
6. Xxxxxx Xxxxxxx Emerging Markets Fund
7. Xxxxxx Xxxxxxx Latin American Fund
8. Xxxxxx Xxxxxxx International Magnum Fund
9. Xxxxxx Xxxxxxx Japanese Equity Fund
10. Xxxxxx Xxxxxxx American Value Fund
11. Xxxxxx Xxxxxxx Aggressive Equity Fund
12. Xxxxxx Xxxxxxx U.S. Real Estate Fund
13. Xxxxxx Xxxxxxx Growth and Income Fund
14. Xxxxxx Xxxxxxx European Equity Fund
INVESTMENT FUNDS FOR WHICH THE ADMINISTRATOR SERVES AS ADMINISTRATOR AND FUND
ACCOUNTING AGENT AND AS ONE OF THE TRANSFER AGENTS:
1. Xxxxxx Xxxxxxx Money Market Fund
2. Xxxxxx Xxxxxxx Tax-Free Money Market Fund
3. Xxxxxx Xxxxxxx Government Obligations Money Market Fund
