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Exhibit 99.B(6)(c)
AMENDMENT TO UNDERWRITING AGREEMENT
This Agreement, dated as of the 11th day of November, 1997 made by and
between Xxxxxxxx International Funds, a Delaware business trust (the "Trust")
operating as a registered investment company under the Investment Company Act of
1940, as amended, and duly organized and existing under the laws of the State of
Delaware and FPS Broker Services, Inc. ("FPS Broker Services"), a corporation
duly organized and existing under the laws of the State of Delaware
(collectively, the "Parties").
WITNESSETH THAT:
WHEREAS, the Parties originally entered into an Underwriting Agreement
dated August 12, 1994 (the "Agreement"), wherein FPS Broker Services agreed to
provide certain services to the Trust; and
WHEREAS, the Parties wish to amend the Agreement to provide for the
issuance of an additional class of shares and a separate series of shares;
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein, the Parties hereto, intending to be legally bound, do hereby
agree as follows:
1. To the Underwriting fees as set forth on Schedule "B".
2. To the addition of Class A shares for XXXXXXXX PACIFIC TIGER
FUND AND XXXXXXXX KOREA FUND as set forth on the attached
amended Schedule "C".
3. The addition of the XXXXXXXX DRAGON CENTURY CHINA FUND - CLASS
A AND CLASS I, as set forth on the attached amended Schedule "C".
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement
consisting of one typewritten page, together with an amended Schedules "B" and
"C", to be signed by their duly authorized officers as of the day and year first
above written.
Xxxxxxxx International Funds FPS Broker Services, Inc.
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By: G. Xxxx Xxxxxxxx, President By:
Xxxxxxxx International Capital Management, LLC
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By: G. Xxxx Xxxxxxxx, President
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SCHEDULE "B"
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UNDERWRITER AND DISTRIBUTION FEE SCHEDULE
FOR
XXXXXXXX INTERNATIONAL FUNDS
I. FPSB will maintain annual NASD and state license renewals and the
monitoring required of representative activities as follows:
Up to 2 States $1,000 per Representative per Year
3 to 30 States $2,500 per Representative per Year
31 to 50 States $3,500 per Representative per Year
II. Out-of-Pocket Expenses
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The Advisor will reimburse FPSB monthly for all out-of-pocket expenses,
including postage, telecommunications (telephone and fax), special reports,
record retention, special transportation costs as incurred.
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Underwriting Agreement between Xxxxxxxx International Funds, Xxxxxxxx
International Capital Management and FPS Broker Services, Inc.
Schedule "B"
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SCHEDULE "C"
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IDENTIFICATION OF SERIES
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Below are listed the "Series" to which services under this Agreement are to be
performed as of the execution date of the Agreement:
Xxxxxxxx International Funds
Xxxxxxxx Pacific Tiger Fund - Class A & Class I
Xxxxxxxx Asian Convertible Securities Fund
Xxxxxxxx Korea Fund - Class A & Class I
Xxxxxxxx Dragon Century China Fund - Class A & Class I
Class I=Institutional Class (no-load, no 12b-1, no
CDSC, redemption fee of 1% on all redemptions
made within 90 days of purchase)
Class A=Retail Load Class (front-end load, 12b-1,
redemption fee on $1 million or more redeemed
within 90 days of purchase)
This Schedule "C" may be amended from time to time by agreement of the Parties.
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Underwriting Agreement between Xxxxxxxx International Funds, Xxxxxxxx
International Capital Management and FPS Broker Services, Inc.
Schedule "C"
