LETTER AGREEMENT
Xxxxxxxxx Global Funds
000 X. Xxxxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
This Agreement is made as of this 30th day of November 2006 between
XXXXXXXXX GLOBAL FUNDS, a Delaware statutory trust (the "Trust") and XXXXXXXXX
GLOBAL INVESTORS (NORTH AMERICA) INC., a Delaware corporation (the "Adviser").
WHEREAS, the Trust and the Adviser have entered into an Investment
Advisory Agreement dated August 31, 2001, as amended by letter agreements dated
September 24, 2003, April 30, 2004, August 1, 2005, January 31, 2006 and August
1, 2006, under which the Trust has agreed to retain the Adviser to render
investment advisory and management services to the Xxxxxxxxx European Focus
Fund, Xxxxxxxxx Global Technology Fund, Xxxxxxxxx Worldwide Income Fund,
Xxxxxxxxx International Opportunities Fund, Henderson U.S. Core Growth Fund and
Henderson Japan-Asia Focus Fund (the "Existing Portfolios"), and the Adviser has
agreed to render such services to the Existing Portfolios, together with any
other Trust portfolios that may be established later (collectively, the
"Portfolios" and individually a "Portfolio");
WHEREAS, pursuant to Paragraph 2 of the Advisory Agreement, the Trust
hereby notifies the Adviser of its desire to retain the Adviser to render
investment advisory and management services to two additional portfolios to be
known as the Xxxxxxxxx Global Equity Income Fund and the Xxxxxxxxx Global
Opportunities Fund (collectively, the "New Portfolios" and individually a "New
Portfolio"); and
WHEREAS, by signing this Agreement below, the Adviser agrees to render
such services, whereupon the New Portfolios shall become Portfolios under the
Advisory Agreement.
NOW THEREFORE, in consideration of the premises and mutual covenants
set forth herein, the Trust and the Adviser agree as follows:
1. The Trust hereby appoints the Adviser as investment adviser and manager
for the New Portfolios under the Advisory Agreement and the Adviser
hereby accepts such appointment and agrees to perform the services and
duties set forth in the Advisory Agreement on the terms set forth
therein, except as otherwise provided in this Agreement.
2. This Agreement shall become effective as of the date first above
written and, unless sooner terminated as provided in Paragraph 7 of the
Advisory Agreement, shall continue until August 30, 2008. Thereafter,
this Agreement will be extended with respect to the New Portfolios for
successive one-year periods ending on August 30 of each year, subject
to the provisions of Paragraph 7 of the Advisory Agreement.
3. For the services provided and the expenses assumed under this
Agreement, the Trust shall pay the Adviser a fee for each New
Portfolio, computed daily and payable monthly, at an annual rate equal
to:
Xxxxxxxxx Global Equity Income Fund:
0.90% on the first $500 million of daily net assets;
0.80% on the next $500 million of daily net assets;
0.70% on the next $500 million of daily net assets;
and 0.60% on average daily net assets over $1.5 billion
Xxxxxxxxx Global Opportunities Fund:
1.10% on the first $1 billion of daily net assets;
0.95% on the next $1 billion of daily net assets; and
0.85% on average daily net assets over $2 billion
4. All the other terms and conditions of the Advisory Agreement shall
remain in full effect.
5. This Agreement is hereby incorporated by reference into the Advisory
Agreement and is made a part thereof. In case of a conflict between
this Agreement and the Advisory Agreement, the terms of the Advisory
Agreement are controlling.
IN WITNESS WHEREOF, the Trust and the Adviser have cause this Agreement
to be executed as of the day and year first above written.
XXXXXXXXX GLOBAL FUNDS
By: /s/ Xxxxx Xxxxxx
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Name: Xxxxx Xxxxxx
Title: Treasurer
ATTEST: /s/ Xxxxx Xxxxxxxxx
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Name: Xxxxx Xxxxxxxxx
Title: Secretary
XXXXXXXXX GLOBAL INVESTORS
(NORTH AMERICA) INC.
By: /s/ Xxxxx Xxxxxxxxx
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Name: Xxxxx Xxxxxxxxx
Title: Corporate Secretary
ATTEST: /s/ Xxxxx Xxxxxx
----------------
Name:
Title:
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