Re: Agreement to Waive Advisory Fees and Reimburse Expenses
Exhibit 99.(h).10
January 2, 2015
To the Trustees of the Xxxx Xxxxxxx Group of Funds
000 Xxxxxxxx Xxxxxx
Boston, MA 02210
| Re: | Agreement to Waive Advisory Fees and Reimburse Expenses |
Xxxx Xxxxxxx Investment Management Services, LLC and Xxxx Xxxxxxx Advisers, LLC (collectively, the “Advisers”), each an investment adviser to the investment companies listed in Appendix A (collectively, the “Xxxx Xxxxxxx Funds”), hereby notify you as follows:
1. Each Adviser agrees to waive its management fee for a Xxxx Xxxxxxx Fund portfolio, as applicable, or otherwise reimburse the expenses of that portfolio as set forth below (the “Reimbursement”).
2. The Reimbursement shall apply to all Xxxx Xxxxxxx Fund portfolios in existence on the date of this Agreement, except those noted below, and to all future Xxxx Xxxxxxx Fund portfolios to which an Adviser agrees this Agreement should apply (the “Participating Portfolios”).
The Reimbursement shall not apply to the following Xxxx Xxxxxxx Variable Insurance Trust portfolios:
Each Lifestyle Trust
Each Lifecycle Trust
Each Lifestyle PS Series
Core Strategy Trust
Xxxxxxxx Xxxxxxxxx Founding Allocation Trust
The reimbursement shall not apply to the following Xxxx Xxxxxxx Funds II portfolios:
Each Retirement Choices Portfolio
Each Lifestyle Portfolio
Each Lifestyle II Portfolio
Each Retirement Living Portfolio
Each Retirement Living II Portfolio
Alternative Asset Allocation Fund
Income Allocation Fund
The reimbursement shall not apply to Xxxx Xxxxxxx Collateral Trust.
3. The Reimbursement shall equal on an annualized basis:
0.01% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $75 billion but is less than or equal to $125 billion;
0.0125% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $125 billion but is less than or equal to $150 billion;
0.0150% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $150 billion but is less than or equal to $175 billion;
0.0175% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $175 billion but is less than or equal to $200 billion;
0.02% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $200 billion but is less than or equal to $225 billion; and
0.0225% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $225 billion.
The amount of the Reimbursement shall be calculated daily and allocated among all the Participating Portfolios in proportion to the daily net assets of each such portfolio.
4. The Reimbursement with respect to each Participating Portfolio may be terminated or modified at any time by an Adviser upon notice to the Participating Portfolio and approval of the Xxxx Xxxxxxx Funds Board of Trustees.
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5. This Agreement is effective as of January 2, 2015 and supersedes the prior Letter Agreement from the Adviser to the Trustees relating to the same subject matter.
| Very truly yours, | |
Xxxx Xxxxxxx Investment Management Services, LLC |
| By: | /s/ Xxx X. Xxxxxxx | |
Xxx X. Xxxxxxx Chief Investment Officer and Senior Vice President |
| Xxxx Xxxxxxx Advisers, LLC |
| By: | /s/ Xxx X. Xxxxxxx | |
Xxx X. Xxxxxxx Chief Investment Officer and Senior Vice President |
ACCEPTED BY:
| Xxxx Xxxxxxx Financial Opportunities Fund | Xxxx Xxxxxxx Floating Rate High Income Fund | |
| Xxxx Xxxxxxx Xxxx Trust | Xxxx Xxxxxxx Municipal Securities Trust | |
| Xxxx Xxxxxxx California Tax-Free Income Fund | Xxxx Xxxxxxx Preferred Income Fund | |
| Xxxx Xxxxxxx Capital Series | Xxxx Xxxxxxx Preferred Income Fund II | |
| Xxxx Xxxxxxx Current Interest | Xxxx Xxxxxxx Preferred Income Fund III | |
| Xxxx Xxxxxxx Emerging Markets Income Fund | Xxxx Xxxxxxx Premium Dividend Fund | |
| Xxxx Xxxxxxx Funds III | Xxxx Xxxxxxx Sovereign Bond Fund | |
| Xxxx Xxxxxxx Hedged Equity & Income Fund | Xxxx Xxxxxxx Strategic Diversified Income Fund |
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| Xxxx Xxxxxxx Income Securities Trust | Xxxx Xxxxxxx Strategic Series | |
| Xxxx Xxxxxxx Investment Trust | Xxxx Xxxxxxx Tax-Advantaged Dividend Income Fund | |
| Xxxx Xxxxxxx Investment Trust II | Xxxx Xxxxxxx Tax-Advantaged Global Shareholder Yield Fund | |
| Xxxx Xxxxxxx Investment Trust III | Xxxx Xxxxxxx Tax-Exempt Series Fund | |
| Xxxx Xxxxxxx Investors Trust | Xxxx Xxxxxxx Funds II | |
| Xxxx Xxxxxxx Variable Insurance Trust |
On behalf of each of its series identified as a Participating Portfolio |
| By: | /s/ Xxxxxx X. Xxxxxx | |
| Xxxxxx X. Xxxxxx | ||
| President |
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Appendix A
| Xxxx Xxxxxxx Financial Opportunities Fund | Xxxx Xxxxxxx Floating Rate High Income Fund | |
| Xxxx Xxxxxxx Xxxx Trust | Xxxx Xxxxxxx Municipal Securities Trust | |
| Xxxx Xxxxxxx California Tax-Free Income Fund | Xxxx Xxxxxxx Preferred Income Fund | |
| Xxxx Xxxxxxx Capital Series | Xxxx Xxxxxxx Preferred Income Fund II | |
| Xxxx Xxxxxxx Current Interest | Xxxx Xxxxxxx Preferred Income Fund III | |
| Xxxx Xxxxxxx Emerging Markets Income Fund | Xxxx Xxxxxxx Premium Dividend Fund | |
| Xxxx Xxxxxxx Funds III | Xxxx Xxxxxxx Sovereign Bond Fund | |
| Xxxx Xxxxxxx Hedged Equity & Income Fund | Xxxx Xxxxxxx Strategic Diversified Income Fund | |
| Xxxx Xxxxxxx Income Securities Trust | Xxxx Xxxxxxx Strategic Series | |
| Xxxx Xxxxxxx Investment Trust | Xxxx Xxxxxxx Tax-Advantaged Dividend Income Fund | |
| Xxxx Xxxxxxx Investment Trust II | Xxxx Xxxxxxx Tax-Advantaged Global Shareholder Yield Fund | |
| Xxxx Xxxxxxx Investment Trust III | Xxxx Xxxxxxx Tax-Exempt Series Fund | |
| Xxxx Xxxxxxx Investors Trust | Xxxx Xxxxxxx Funds II | |
| Xxxx Xxxxxxx Variable Insurance Trust |
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