Exhibit 99.(d)(iii)
EXPENSE REIMBURSEMENT AGREEMENT
THIS EXPENSE REIMBURSEMENT AGREEMENT (this "Agreement") is made and
entered into this 1st day of October 2004 between Lord, Xxxxxx & Co. LLC ("Lord
Xxxxxx") and Lord Xxxxxx Tax-Free Income Fund, Inc. (the "Tax-Free Fund") with
respect to the Lord Xxxxxx National Tax-Free Income Fund, Lord Xxxxxx California
Tax-Free Income Fund High, Lord Xxxxxx Connecticut Tax-Free Income Fund, Lord
Xxxxxx Hawaii Tax-Free Income Fund, Lord Xxxxxx Minnesota Tax-Free Income Fund,
Lord Xxxxxx Missouri Tax-Free Income Fund, Lord Xxxxxx New Jersey Tax-Free
Income Fund, Lord Xxxxxx New York Tax-Free Income Fund, Lord Xxxxxx Texas
Tax-Free Income Fund, Lord Xxxxxx Washington Tax-Free Income Fund (the "Fund").
In consideration of good and valuable consideration, receipt of which
is hereby acknowledged, it is agreed as follows:
1. Lord Xxxxxx agrees to bear directly and/or reimburse the Fund for
expenses if and to the extent that Total Operating Expenses exceed
or would otherwise exceed an annual rate of (a) ninety-five basis
points (.95%) for Class A shares of the Fund (b) one hundred and
sixty basis points (1.60%) for Class B shares of the Fund if
applicable (c) one hundred and sixty basis points (1.60%) for
Class C shares of the Fund if applicable (d) one hundred and five
basis points (1.05%) for Class P shares of the Fund of the average
daily net assets in the Fund for the time period set forth below.
2. Lord Xxxxxx'x commitment described in paragraph 1 will be
effective from October 1, 2004 through September 30, 2005.
IN WITNESS WHEREOF, Lord Xxxxxx and the Tax-Free Fund have caused this
Agreement to be executed by a duly authorized member and officer, respectively,
and the Tax-Free Fund has affixed its corporate seal hereto, all on the day and
year first above written.
LORD XXXXXX TAX-FREE INCOME FUND
By: /s/ Xxxxxx X. Xxx
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Xxxxxx X. Xxx
Chairman of the Board
LORD, XXXXXX & CO. LLC
By: /s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
Member and General Counsel