ORGANIZATIONAL EXPENSE REIMBURSEMENT AGREEMENT
This AGREEMENT is made this 22nd day of July, 2003 by and between XXXXXXXX
GLOBAL SERIES TRUST, a Massachusetts business trust (the "Trust"), and XXXXXXXX
INVESTMENT MANAGEMENT NORTH AMERICA INC. (the "Adviser").
WHEREAS, the Trust, on behalf of its sole series of shares, Xxxxxxxx North
American Equity Fund, and the Adviser have separately entered into an Management
Contract (the "Management Agreement");
NOW THEREFORE, in consideration of the mutual covenants hereinafter
contained, and in connection with the establishment and commencement of
operations of the Trust, it is hereby agreed by and between the parties hereto
as follows:
1. The Adviser agrees that the Adviser will pay all of the Trust's
organizational expenses, provided that the Trust shall reimburse the Adviser
for such organizational expenses following such time as the net assets of the
Trust exceed $200 million in value (whether the amounts paid by the Adviser
are paid by the Adviser before or after the net assets first exceed such
amount). For clarity, the expenses for which the Trust is being reimbursed
pursuant to this Agreement do not include fees payable by the Trust pursuant
to the terms of the Management Contract.
2. This Agreement may be terminated only by the vote of (a) the Board of
Trustees of the Trust, including the vote of Trustees who are not "interested
persons" of the Trust within the meaning of the Investment Company Act of
1940, as amended, and (b) a majority of the outstanding voting securities of
the Trust.
3. If any provision of this Agreement shall be held or made invalid by a court
decision, statute, rule, or otherwise, the remainder shall not be thereby
affected.
4. The Trust's Agreement and Declaration of Trust, including any amendments
thereto, is on file with the Secretary of State of the Commonwealth of
Massachusetts. This Agreement is executed on behalf of the Trust by the
Trust's officers as officers and not individually and the obligations imposed
upon the Trust by this Agreement are not binding upon any of the Trust's
Trustees, officers or shareholders individually but are binding only upon the
assets and property of the Trust.
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IN WITNESS WHEREOF, the Fund and the Adviser have caused this Agreement to
be executed on the day and year above written.
XXXXXXXX GLOBAL SERIES TRUST
By: /s/ XXXX XXXXXX
-
Name: Xxxx Xxxxxx
Title: Treasurer
XXXXXXXX INVESTMENT MANAGEMENT
NORTH AMERICA INC.
By: /s/ XXXXXXX XXXXXX XXXXXXX
Name: Xxxxxxx Xxxxxx Xxxxxxx
Title: Senior Vice President, Director
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