EXHIBIT 23(h)(4)
EXPENSE LIMITATION AGREEMENT
47
FORM OF
EXPENSE LIMITATION AGREEMENT
EXPENSE LIMITATION AGREEMENT, effective as of March 1, 2003 by and
between AEGON/Transamerica Fund Advisers, Inc. (the "Investment Manager") and
IDEX Mutual Funds (the "Company"), on behalf of each series of the Company set
forth in Schedule A (each a "Fund," and collectively, the "Funds").
WHEREAS, the Company is a Massachusetts business trust, and is
registered under the Investment Company Act of 1940, as amended (the "1940
Act"), as an open-end management company of the series type, and each Fund is a
series of the Company; and
WHEREAS, the Company and the Investment Manager have entered into
investment advisory agreements on behalf of the Funds as set forth in Schedule
A, ("Management Agreements"), pursuant to which the Investment Manager provides
investment management services to each Fund for compensation based on the value
of the average daily net assets of each such Fund; and
WHEREAS, the Company and the Investment Manager have determined that it
is appropriate and in the best interests of each Fund and its shareholders to
maintain the expenses of each Fund at a level below the level to which each such
Fund may normally be subject;
NOW THEREFORE, the parties hereto agree as follows:
1. Expense Limitation.
1.1. Applicable Expense Limit. To the extent that the ordinary
operating expenses incurred by a Fund in any fiscal year, including but not
limited to investment management fees of the Investment Manager, but excluding
interest, taxes, brokerage commissions, extraordinary expenses such as
litigation and other expenses not incurred in the ordinary course of such Fund's
business ("Fund Operating Expenses"), exceed the Operating Expense Limit, as
defined in Section 1.2 below, such excess amount (the "Excess Amount") shall be
the liability of the Investment Manager.
1.2 Operating Expense Limit. The maximum Operating Expense Limit
in any year with respect to each Fund shall be the amount specified in Schedule
B based on a percentage of the average daily net assets of each Fund.
1.3 Duration of Operating Expense Limit. The Operating Expense
Limit with respect to each Fund shall remain in effect until the date specified
for that Fund on Schedule C. The Investment Manager may extend, but may not
during the term of this Agreement shorten, the duration of the Operating Expense
Limit for any Fund without the consent of the Company by delivering a revised
Schedule C to the Company reflecting such extension. Such an extension must
continue at the same Operating Expense Limit amount specified on Schedule B.
1.4. Method of computation. To determine the Investment Manager's
obligation with respect to the Excess Amount, each day the Fund Operating
Expenses for each Fund shall be annualized. If the annualized Fund Operating
Expenses for any month of a Fund exceed the Operating Expense Limit of such
Fund, the Investment Manager shall remit to the appropriate Fund or Funds an
amount that, together with the waived or reduced investment-management fee, is
sufficient to pay that day's Excess Amount.
2. Reimbursement of Fee Waivers and Expense Reimbursements.
If on any day during which the Management Agreement is in
effect, the estimated annualized Fund Operating Expenses of
such Fund for that day are less than the Operating Expense
Limit, the Investment Manager shall be entitled to
reimbursement by such Fund of the
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investment management fees waived or reduced and other
payments remitted by the Investment Manager to such Fund
pursuant to Section I hereof (the "Reimbursement Amount")
during any of the previous thirty-six (36) months beginning
with the effective date of this Agreement, to the extent that
the Fund's annualized Operating Expenses plus the amount so
reimbursed equals, for such day, the Operating Expense Limit
provided in Schedule B, provided that such amount paid to the
Investment Manager will in no event exceed the total
Reimbursement Amount and will not include any amounts
previously reimbursed.
3. Term and Termination of Agreement.
This Agreement shall terminate upon termination of the Investment
Management Agreement, or it may be terminated by either party hereto, without
payment of any penalty, upon ninety (90) days' prior written notice to the other
party at its principal place of business.
4 Miscellaneous.
4.1. Captions. The captions in this Agreement are included for
convenience of reference only and in no other way define or delineate any of the
provisions hereof or otherwise affect their construction or effect.
4.2. Interpretation. Nothing herein contained shall be deemed to
require the Company or the Funds to take any action contrary to the Company's
Declaration of Trust or By-Laws, or any applicable statutory or regulatory
requirement to which it is subject or by which it is bound, or to relieve or
deprive the Company's Board of Directors of its responsibility for and control
of the conduct of the affairs of the Company or the Funds.
4.3. Definitions. Any question of interpretation of any term or
provision of this Agreement, including but not limited to the investment
management fee, the computations of net asset values, and the allocation of
expenses, having a counterpart in or otherwise derived from the terms and
provisions of the Management Agreement or the 1940 Act, shall have the same
meaning as and be resolved by reference to such Management Agreement or the 1940
Act.
IN WITNESS WHEREOF, the parties have caused this Agreement to be signed
by their respective officers thereunto duly authorized and their respective
corporate seals to be hereunto affixed, as of the day and year first above
written.
AEGON/TRANSAMERICA FUND ADVISERS, INC.
By:
-----------------------------------
Xxxx X. Xxxxxx
Vice President, General Counsel,
Compliance Officer & Secretary
IDEX MUTUAL FUNDS
By:
-----------------------------------
Xxxxx X. Xxxxxx
Assistant Vice President and
Assistant Secretary
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SCHEDULE A
IDEX MUTUAL FUNDS
Effective March 1, 2001:
IDEX American Century Income & Growth
IDEX American Century International
IDEX Gabelli Global Growth
IDEX Great Companies - America(SM)
IDEX Great Companies - Global(2)
IDEX Great Companies - Technology(SM)
IDEX Isabelle Small Cap Value
IDEX Janus Growth & Income
IDEX Munder Net50
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SCHEDULE A (CONTINUED)
IDEX MUTUAL FUNDS
Effective March 1, 2002:
IDEX X. Xxxx Price Health Sciences
IDEX Transamerica Convertible Securities
IDEX Transamerica Money Market
IDEX PIMCO Total Return
IDEX Aggressive Asset Allocation
IDEX Conservative Asset Allocation
IDEX Moderate Asset Allocation
IDEX Moderately Aggressive Asset Allocation
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SCHEDULE A (CONTINUED)
IDEX MUTUAL FUNDS
Effective April 1, 2002:
IDEX Protected Principal Stock
Effective November 1, 2002
IDEX Xxxxxxx Growth
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SCHEDULE A (CONTINUED)
IDEX MUTUAL FUNDS
Effective April 1, 2003:
IDEX PIMCO Real Return
IDEX Clarion Real Estate Securities
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SCHEDULE B
OPERATING EXPENSE LIMITS
This Agreement relates to the following Funds of the Company:
MAXIMUM OPERATING EXPENSE
FUND NAME LIMIT EFFECTIVE THROUGH APRIL 30, 2003
--------- --------------------------------------
IDEX American Century Income & Growth 1.50%
IDEX American Century International 1.60%
IDEX Gabelli Global Growth 1.40%
IDEX Great Companies - America(sm) 1.20%
IDEX Great Companies - Global(2) 1.20%
IDEX Great Companies - Technology(sm) 1.20%
IDEX Isabelle Small Cap Value 1.50%
IDEX Janus Growth & Income 1.60%
IDEX Munder Net50 1.60%
IDEX X. Xxxx Price Health Sciences 1.60%
IDEX Transamerica Convertible Securities 1.35%
IDEX Transamerica Money Market 0.48%
IDEX PIMCO Total Return 1.30%
IDEX Protected Principal Stock 1.90%
IDEX Aggressive Asset Allocation 0.45%
IDEX Conservative Asset Allocation 0.45%
IDEX Moderate Asset Allocation 0.45%
IDEX Moderately Aggressive Asset Allocation 0.45%
IDEX PIMCO Real Return 1.30%
IDEX Clarion Real Estate Securities 1.40%
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SCHEDULE C
DURATION OF OPERATING EXPENSE LIMITS
The duration of each Operating Expense Limit shall be as follows:
Date on Which
Operating Expense
Name of Fund Limit Terminates
------------ -----------------
IDEX American Century Income & Growth April 30, 2003
IDEX American Century International April 30, 2003
IDEX Gabelli Global Growth April 30, 2003
IDEX Great Companies - America(SM) April 30, 2003
IDEX Great Companies - Global(2) April 30, 2003
IDEX Great Companies - Technology(SM) April 30, 2003
IDEX Isabelle Small Cap Value April 30, 2003
IDEX Janus Growth & Income April 30, 2003
IDEX Munder Net50 April 30, 2003
IDEX X. Xxxx Price Health Sciences April 30, 2003
IDEX Transamerica Convertible Securities April 30, 2003
IDEX Transamerica Money Market April 30, 2003
IDEX PIMCO Total Return April 30, 2003
IDEX Protected Principal Stock April 30, 2003
IDEX Aggressive Asset Allocation April 30, 2003
IDEX Conservative Asset Allocation April 30, 2003
IDEX Moderate Asset Allocation April 30, 2003
IDEX Moderately Aggressive Asset Allocation April 30, 2003
IDEX PIMCO Real Return April 30, 2005
IDEX Clarion Real Estate Securities April 30, 2005
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