EXHIBIT (3)(h)
LICENSE AGREEMENT
This License Agreement is entered into as of the 10th day of May, 1999, by
and between Xxxxxxxx-Xxxxxxxxx Capital Management (the "Adviser") and
Xxxxxxxx-Xxxxxxxxx Institutional Funds, formerly Xxxxxxxx-Xxxxxxxxx Investment
Trust (the "Funds").
WHEREAS, the Funds have requested the Adviser's consent to use the name
"Xxxxxxxx-Xxxxxxxxx" in the name of the Funds and/or one or more of the series
of the Fund, and the Adviser wishes to permit such use; and
WHEREAS, the Funds and the Adviser wish to enter into a written agreement
to set forth the conditions under which the Funds will use such name;
NOW, THEREFORE, in consideration of the covenants contained herein, the
Adviser and the Funds agree as follows:
1. The Funds acknowledges and agrees the name "Xxxxxxxx-Xxxxxxxxx" is a
valuable proprietary right of the Adviser and the Funds has no rights to use
such name except as provided in this Agreement. The Funds shall not in any
manner represent that it has any rights of ownership to the name
"Xxxxxxxx-Xxxxxxxxx" except as set forth herein.
2. The Adviser hereby grants the Funds a non-exclusive license to use the
name "Xxxxxxxx-Xxxxxxxxx" in the names of the Funds and/or any one or more of
its series, so long as the Funds use the name in conjunction with other
descriptive phrases such as "Institutional Funds" or phrases describing the
investment objectives or purposes of a series, such as Xxxxxxxx-Xxxxxxxxx
Emerging Countries Fund.
3. The Adviser reserves the right to grant to any other person the right
to use the name "Xxxxxxxx-Xxxxxxxxx" and no consent of the Funds shall be
necessary for such use.
4. The Funds shall have no right to grant to any other person a
sublicense to use the name "Xxxxxxxx-Xxxxxxxxx". The Funds have no right to
assign its interest in this Agreement without the consent of the Adviser.
5. This license shall terminate upon the termination of the investment
advisory agreement between the Adviser and the Funds. In such event, the Funds
shall as promptly as possible take such actions as may be necessary to change
its name and the names of the series to names that exclude the names "Xxxxxxxx"
or "Applegate."
6. This Agreement contains the entire understanding of the parties with
respect to the subject matter herein and may not be amended except by a writing
signed by the Adviser and the Funds.
IN WITNESS WHEREOF, the Adviser and the Funds have executed this Agreement
as of the day and year first above written.
XXXXXXXX-XXXXXXXXX CAPITAL MANAGEMENT
By:
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E. Xxxxx Xxxxx, Jr., General Counsel
XXXXXXXX-XXXXXXXXX INSTITUTIONAL FUNDS
By:
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E. Xxxxx Xxxxx, Jr. Secretary
