AMENDMENT NO. 6 TO SHAREHOLDER ADMINISTRATIVE SERVICES AGREEMENT

AMENDMENT NO. 6 TO

SHAREHOLDER ADMINISTRATIVE SERVICES AGREEMENT

WHEREAS, Each of the investment companies listed in Schedule A hereto (each, a “Fund” and collectively, the “Funds”) and Xxxx Xxxxx Management, Inc. entered into a Shareholder Administrative Services Agreement dated February 28, 2005, as amended June 30, 2007, May 18, 2010, December 29, 2010, August 1, 2016, and December 28, 2017 (the “Agreement”); and

WHERAS, effective October 1, 0000, Xxxx Xxxxx Management, Inc. converted from a New York corporation to a Delaware limited liability company and changed its name to “Xxxx Xxxxx Management, LLC” (“Xxxxx Management”); and

WHEREAS, the Funds and Xxxxx Management desire to amend the Agreement to reflect the current share classes of each series (each, a “Portfolio” and collectively, the “Portfolios”) of the Funds;

NOW, THEREFORE, in consideration of the foregoing and the terms and conditions set forth in the Agreement, the parties agree as follows:

1. All references in the Agreement to “Xxxx Xxxxx Management, Inc.” are hereby deleted and replaced with “Xxxx Xxxxx Management, LLC”. None of the terms or provisions of the Agreement shall be affected by this change in legal entity.

2. Paragraph 3 of the Agreement is deleted in its entirety and replaced with the following:

For the services provided by Xxxxx Management under the Agreement, each Fund will pay Xxxxx Management an asset based fee of 0.0165% (1.65 basis points) with respect to Class A, B, and C shares of its Portfolios, and 0.01% (1 basis point) with respect to Class I, R, I-2, P, P-2, S, Y, Z and Z-2 shares of its Portfolios, plus out-of-pocket expenses incurred by Xxxxx Management in performing its responsibilities under the Agreement, within 10 days of the first day of each month.

3. Except as otherwise provided herein, the terms and conditions contained in the Agreement shall remain in full force and effect. Capitalized terms herein that are not defined shall have the meanings ascribed to them in the Agreement.

IN WITNESS WHEREOF, the parties by their duly authorized officers, have caused this Amendment to be executed as of September 29, 2020.

XXXX XXXXX MANAGEMENT, LLC
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		SVP, CCO, General Counsel
XXXXX GLOBAL FOCUS FUND
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		Secretary
THE XXXXX FUNDS
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		Secretary
THE XXXXX FUNDS II
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		Secretary
THE XXXXX INSTITUTIONAL FUNDS
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		Secretary
THE XXXXX PORTFOLIOS
By:		/s/ Xxxx Xxxxx
Name:		Xxxx Xxxxx
Title:		Secretary

2

EXHIBIT A

Xxxxx Global Focus Fund

The Xxxxx Funds

The Xxxxx Funds II

The Xxxxx Institutional Funds

The Xxxxx Portfolios

3