EXPENSE LIMITATION AGREEMENT
THIS AGREEMENT, dated as of January 31, 2017, is made and entered into by and between Advisers Investment Trust, an Ohio business trust (the “Trust”), on behalf of the funds (each a “Fund”) set forth on Schedule A attached hereto, as such Schedule A may be amended from time to time, and Independent Franchise Partners, LLP, a limited liability partnership organized in the United Kingdom (the “Adviser”);
WHEREAS, the Adviser has entered into an Investment Advisory Agreement with the Trust, dated as of July 21, 2011 (the “Advisory Agreement”);
WHEREAS, the Trust and the Adviser entered into an Expense Limitation Agreement that terminated on January 30, 2017; and
WHEREAS, the Trust and the Adviser each desires to enter into the arrangements described herein relating to certain expenses of each Fund.
NOW, THEREFORE, the Trust and the Adviser hereby agree as follows:
1.1 | The Adviser agrees to reduce the fees payable to itself under the Advisory Agreement (but not below zero) and/or reimburse other expenses of the Fund in accordance with Section 2 of this Agreement, to the extent necessary to limit the Fund’s total annual fund operating expenses (“AFOE”), as such expenses are calculated pursuant to Item 3 of Form N-1A (exclusive of brokerage costs, interest, taxes, dividends on short positions, litigation and indemnification expenses, fees and expenses associated with investments in underlying investment companies and extraordinary expenses (as determined under generally accepted principles)) to the Maximum Operating Expense Limit rate (“MOEL”) applicable to the Fund as set forth on the attached Schedule A. |
1.2 | Schedule A may be amended to add a fund, together with an applicable MOEL, or to decrease the MOEL applicable to a Fund, by way of amendment in accordance with Section 4, but due to disclosure in the Fund’s registration statement (hereinafter referred to as the “Prospectus”), the Parties hereby agree not to remove any Fund or increase the MOEL set out in Schedule A during the term of this Agreement. |
1.3 | This Agreement shall extend no less than one year and shall automatically renew upon the effective date of the next annual update to the Funds’ registration statement (after the Fund’s fiscal year end) and annually from year to year on the effective date of each subsequent annual update to the Funds’ registration statement, until such time as the Adviser provides written notice of non-renewal to the Trust. Such annual renewal will have the effect of extending this Agreement for an additional one-year term. Any notice of non-renewal of this Agreement shall be prospective only, and shall not affect a Party’s existing obligations under this Agreement. |
2.1 | The Trust will pay the full amount of the fee listed in the Advisory Agreement, except as outlined below, the substance of which shall be disclosed in the Fund’s Prospectus. |
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2.2 | At the end of each calendar month, the Northern Trust Company, in its role as fund accountant, shall calculate the applicable AFOE and then consult with the Adviser and fund officers in order to determine whether it is necessary to reimburse and/or waive fees payable by the Fund. |
2.3 | Fees payable by the Fund will be reimbursed and/or waived to the extent that the Fund’s AFOE is greater than the Fund’s MOEL rate (“Fee Reimbursement/Waiver”). |
3. | No amendment or modification to this Agreement, or any Schedule thereto, shall be valid unless made in writing and executed by the Trust, and the Adviser. Due to the disclosure in the fund’s registration statement, the Parties agree not to terminate this Agreement except as described in Section 3. |
4. | This Agreement may be executed in any number of counterparts, each of which shall be deemed an original. |
5. | A copy of the Agreement and Declaration of Trust establishing the Trust is on file with the Secretary of State of Ohio, and notice is hereby given that this Agreement is executed by the Trust on behalf of the Fund by an officer of the Trust as an officer and not individually and that the obligations of or arising out of this Agreement are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property belonging to the Fund. |
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
ADVISERS INVESTMENT TRUST | INDEPENDENT FRANCHISE PARTNERS, LLP | |
By: /s/ Xxxx Tantra | By: /s/ Xxxxxx Xxxxxxx | |
Name: Xxxx Tantra | Name: Xxxxxx Xxxxxxx | |
Title: President | Title: Member | |
INDEPENDENT FRANCHISE PARTNERS, LLP | ||
By: /s/ Xxxxxx Xxxxxx | ||
Name: Xxxxxx Xxxxxx | ||
Title: Member |
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Dated as of:
January 31, 2017
SCHEDULE A
to the
OPERATING EXPENSE LIMITS
Fund Name |
Maximum Operating Expense Limit1 | |
Independent Franchise Partners US Equity Fund | 0.85% (Eighty-five Basis Points) | |
ADVISERS INVESTMENT TRUST | INDEPENDENT FRANCHISE PARTNERS, LLP | |
By: /s/ Xxxx Tantra | By: /s/ Xxxxxx Xxxxxxx | |
Name: Xxxx Tantra | Name: Xxxxxx Xxxxxxx | |
Title: President | Title: Member | |
INDEPENDENT FRANCHISE PARTNERS, LLP | ||
By: /s/ Xxxxxx Xxxxxx | ||
Name: Xxxxxx Xxxxxx | ||
Title: Member |
1 | Expressed as a percentage of a Fund’s average daily net assets and excludes the applicable items specified in Section 1 of the Agreement. |
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