May 1, 2010
EXHIBIT (d)(xii)
May 1, 2010
Xxxxxxx Xxxxx & Company, L.L.C.
000 Xxxx Xxxxx Xxxxxx
Chicago, IL 60606
| Re: | Management Agreement with Xxxxxxx Xxxxx Funds dated |
December 15, 1999 (the “Management Agreement”)
Ladies and Gentlemen:
Xxxxxxx Xxxxx & Company, L.L.C. has proposed to the Xxxxxxx Xxxxx Funds an amendment to the Management Agreement to add additional breakpoints to the management fee schedules for the International Growth Fund and the Institutional International Growth Fund. Amended Appendix A attached hereto reflects the additional breakpoints to be added to the management fee schedule for the International Growth Fund and the Institutional International Growth Fund.
Pursuant to Section 7 of the Management Agreement, by signing below, Xxxxxxx Xxxxx & Company, L.L.C. agrees that the amended management fee schedules for the International Growth Fund and the Institutional International Growth Fund reflected in amended Appendix A attached hereto may be enforced against it.
Further, pursuant to Section 2 of the Management Agreement, the Xxxxxxx Xxxxx Funds hereby provide notification of a new series of the Xxxxxxx Xxxxx Funds to be called “Xxxxxxx Xxxxx Mid Cap Value Fund” (the “New Portfolio”). Amended Appendix A and B reflect, among other things, the appropriate management fees and initial term end for the New Portfolio.
By signing below, Xxxxxxx Xxxxx & Company, L.L.C. agrees to render the investment advisory and management services to the New Portfolio under the terms of the Management Agreement and amended Appendix A and B attached hereto.
| XXXXXXX XXXXX FUNDS | ||
| By: |
/s/ Xxxxxxx X. Xxxxxxxxx | |
| Name: |
Xxxxxxx X. Xxxxxxxxx | |
| Title: |
Treasurer | |
| Accepted as of the 1st day | ||
| of May, 2010. | ||
| XXXXXXX XXXXX & COMPANY, L.L.C. | ||
| By: | /s/ Xxxxxxx X. Xxxxx | |
| Name: | Xxxxxxx X. Xxxxx | |
| Title: | Principal & CFO | |
APPENDIX A
MANAGEMENT FEES
Xxxxxxx Xxxxx Growth Fund:
.75% of average daily net assets
Xxxxxxx Xxxxx Large Cap Growth Fund:
.80% of average daily net assets
Xxxxxxx Xxxxx Small Cap Growth Fund:
1.10% of average daily net assets
Xxxxxxx Xxxxx International Growth Fund:
1.10% of the first $250 million of average daily net assets; plus
1.00% of the next $4.75 billion of average daily net assets; plus
0.95% of the next $5 billion of average daily net assets; plus
0.925% of the next $5 billion of average daily net assets; plus
0.90% of the average daily net assets over $15 billion
Xxxxxxx Xxxxx Value Discovery Fund:
1.10% of average daily net assets
Xxxxxxx Xxxxx Income Fund:
.25% of the first $250 million of average daily net assets; plus
.20% of average daily net assets over $250 million; plus
5.00% of the gross income earned by the Portfolio
Xxxxxxx Xxxxx Ready Reserves Fund:
.275% of the first $250 million of average daily net assets; plus
.250% of the next $250 million of average daily net assets; plus
.225% of the next $2,000 million of average daily net assets; plus
.200% of the average daily net assets over $2,500 million
Xxxxxxx Xxxxx Institutional International Growth Fund:
1.00% of the first $500 million of average daily net assets; plus
0.95% of the next $500 million of average daily net assets; plus
0.90% of the next $1.5 billion of average daily net assets; plus
0.875% of the next $2.5 billion of average daily net assets; plus
0.85% of the next $5 billion of average daily net assets; plus
0.825% of the next $5 billion of average daily net assets; plus
0.80% of the average daily net assets over $15 billion
Xxxxxxx Xxxxx Small-Mid Cap Growth Fund:
1.00% of average daily net assets
Xxxxxxx Xxxxx International Equity Fund:
1.10% of the first $250 million of average daily net assets; plus
1.00% of the average daily net assets over $250 million
Xxxxxxx Xxxxx Institutional International Equity Fund:
1.00% of the first $500 million of average daily net assets; plus
0.95% of the next $500 million of average daily net assets; plus
0.90% of the average daily net assets over $1 billion
Xxxxxxx Xxxxx Emerging Markets Growth Fund:
1.10% of average daily net assets
Xxxxxxx Xxxxx International Small Cap Growth Fund:
1.00% of average daily net assets
Xxxxxxx Xxxxx Mid Cap Growth Fund:
0.95% of average daily net assets
Xxxxxxx Xxxxx Xxxx Fund:
0.30% of average daily net assets
Xxxxxxx Xxxxx Global Growth Fund:
1.00% of average daily net assets
Xxxxxxx Xxxxx Emerging Leaders Growth Fund:
1.10% of average daily net assets
Xxxxxxx Xxxxx Low Duration Fund:
0.30% of average daily net assets
Xxxxxxx Xxxxx Mid Cap Value Fund:
0.95% of average daily net assets
APPENDIX B
DATE OF END OF INITIAL TERM
For the Xxxxxxx Xxxxx Growth Fund, the Xxxxxxx Xxxxx International Growth Fund, the Xxxxxxx Xxxxx Value Discovery Fund, the Xxxxxxx Xxxxx Income Fund and the Xxxxxxx Xxxxx Ready Reserves Fund:
April 30, 2000
For the Xxxxxxx Xxxxx Large Cap Growth Fund and the Xxxxxxx Xxxxx Small Cap Growth Fund:
April 30, 2001
For the Xxxxxxx Xxxxx Institutional International Growth Fund:
April 30, 2004
For the Xxxxxxx Xxxxx Small-Mid Cap Growth Fund:
April 30, 2005
For the Xxxxxxx Xxxxx International Equity Fund and the Xxxxxxx Xxxxx Institutional International Equity Fund:
April 30, 2006
For the Xxxxxxx Xxxxx Emerging Markets Growth Fund, the Xxxxxxx Xxxxx International Small Cap Growth Fund and the Xxxxxxx Xxxxx Mid Cap Growth Fund:
April 30, 2007
For the Xxxxxxx Xxxxx Xxxx Fund, the Xxxxxxx Xxxxx Global Growth Fund and the Xxxxxxx Xxxxx Emerging Leaders Growth Fund:
April 30, 2009
For the Xxxxxxx Xxxxx Low Duration Fund:
April 30, 2011
For the Xxxxxxx Xxxxx Mid Cap Value Fund:
April 30, 2012
