SHAREHOLDER SERVICES FEE LIMITATION AGREEMENT
This
AGREEMENT is made this 28th day of January 2009, between CNI Charter Funds (the
“Trust”), a Delaware statutory trust, and CCM Advisors, LLC (“CCMA”), a Delaware
limited liability company.
WHEREAS,
CCMA has entered into a Shareholder Services Agreement with the Trust pursuant
to which CCMA agrees to provide certain services described in the Shareholder
Services Agreement to clients who from time to time beneficially own shares of
Class N of any of the series of the Trust listed on Appendix A of this Agreement
(the “Funds”); and
WHEREAS,
the parties currently desire to limit the shareholder services fees payable to
CCMA by the Funds;
NOW,
THEREFORE, the parties hereto do hereby agree as follows:
1. Limit on Shareholder Servicing
Fees. CCMA hereby agrees to limit the compensation payable to it pursuant
to the Shareholder Services Agreement (the “Service Fees”) by the Class N shares
of each Fund to the respective annual percentage of the average daily net asset
value of such Fund’s shares set forth on Appendix A of this
Agreement.
2. Reimbursement of Shareholder
Servicing Fees. CCMA hereby agrees that any Service Fees
reduced by it pursuant to this Agreement shall not be eligible for reimbursement
by the Fund to CCMA.
3. Term. This
Agreement shall continue in effect until January 28, 2010 unless sooner
terminated in accordance with Section 4 herein.
4. Termination. This
Agreement may be terminated at any time by the Trust on behalf of the Fund or by
the Board of Trustees of the Trust upon sixty (60) days’ written notice to CCMA
without payment of any penalty and shall automatically terminate upon the
termination of the Shareholder Services Agreement.
7. Assignment. This
Agreement and all rights and obligations hereunder may not be assigned without
the written consent of the other parties.
8. Severability. If
any provision of this Agreement shall be held or made invalid by a court
decision, statute or rule, or shall be otherwise rendered invalid, the remainder
of this Agreement shall not be affected thereby.
9. Captions. The
captions in this Agreement are included for convenience of reference only and in
no way define or limit any of the provisions hereof or otherwise affect their
construction of effect.
10. Governing Law. This
Agreement shall be governed by, and construed in accordance with, the laws of
the State of Delaware without giving effect to the conflict of laws principles
thereof; provided that nothing herein shall be construed to preempt, or to be
inconsistent with, any federal law, regulation or rule, including the Investment
Company Act of 1940, as amended, and the Investment Advisers Act of 1940, as
amended, and any rules and regulations promulgated thereunder.
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
first above written.
|
CCM
ADVISORS, LLC
|
|||
|
By:
|
____________________
|
By:
|
____________________
|
|
Name:
|
Xxxxxxx
X. Xxxxx
|
Name:
|
Xxxxxxx
X. Xxxxxxx
|
|
Title:
|
President,
Chief Executive Officer
|
Title:
|
Managing
Director & Chief Investment
Officer
|
1
SCHEDULE
A
The
annualized Service Fees of each Fund will be limited to the following annual
rate of average daily net assets of Class N shares of the Fund shown
below:
|
Fund
|
Service Fee Limitation
|
|
|
AHA
Limited Maturity Fixed Income Fund
|
0.0%
|
|
|
AHA
Full Maturity Fixed Income Fund
|
0.0%
|
|
|
AHA
Diversified Equity Fund
|
0.15%
|
|
|
AHA
Socially Responsible Equity Fund
|
0.0%
|
2
