AMENDMENT to EXPENSE LIMITATION AGREEMENT October 31, 2007
Exhibit 99.(d7)
AMENDMENT to EXPENSE LIMITATION AGREEMENT
October 31, 2007
AMENDMENT, effective as of October 31, 2007, to EXPENSE LIMITATION AGREEMENT (the "Expense Limitation Agreement" or the “Agreement”), by and between the Xxxxxx Xxxx Investment Funds, a Massachusetts Business Trust, on behalf of the Xxxxxx Xxxx Total Return Bond Fund (the “Total Return Bond Fund”), and Xxxxxx Xxxx Investment Management, LLC, a corporation organized under the laws of the State of Delaware (the “Adviser").
W I T N E S S E T H:
WHEREAS, the Total Return Bond Fund and the Adviser have entered into the Expense Limitation Agreement, effective as of January 1, 2006, pursuant to which the Adviser limits the aggregate expenses incurred by the Total Return Bond Fund during the term of the Agreement;
WHEREAS, the Total Return Bond Fund has added two new classes of shares, comprising the Class R and Consultant Class, respectively; and
WHEREAS, the Total Return Bond Fund and the Adviser have, pursuant to the Expense Limitation Agreement, determined that it is appropriate and in the best interests of the Total Return Bond Fund and its shareholders to maintain Total Return Bond Fund expenses, across all of its share classes, at a level below that to which the Total Return Bond Fund would normally be subject during the term of the Agreement.
NOW, THEREFORE, the parties hereto:
A. Agree that the Expense Limitation Agreement shall be amended by deleting the first paragraph thereof and replacing it with a new first paragraph that reads as follows:
1. Expense Limit.
1.1. Limitation. To the extent that the aggregate expense of every character incurred by the Total Return Bond Fund during the term of this Agreement including, but not limited to, investment management fees of the Adviser (but excluding interest, taxes, brokerage commissions, and other expenditures which are capitalized in accordance with generally accepted accounting principles, and other extraordinary expenses not incurred in the ordinary course of the Total Return Bond Fund’s business) ("Fund Operating Expenses"), exceeds the "Expense Limit," which is 0.69%; 0.44%; 1.19%; and 1.44% of the average daily net assets of the Class A; Class I; Class R; and |
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Consultant Class shares, respectively, of the Total Return Bond Fund, such excess amount ("Excess Amount") shall be the liability of the Adviser. |
B. Agree that except as amended hereby, the Expense Limitation Agreement shall remain in full force and effect. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, each of the parties hereto has caused this AMENDMENT to be executed by its respective duly authorized officers as of the day and year first written above.
| TOTAL RETURN BOND FUND | XXXXXX XXXX INVESTMENT | |||||||
| By: XXXXXX XXXX INVESTMENT FUNDS | MANAGEMENT LLC | |||||||
| By: | /s/ Xxxx Xxxxxxxx | /s/ Xxxx Whilesmith | By: | /s/ Xxxxx X. Xxxxxx | /s/ Xxxxxxx Xxxxxxxx | |||
| Name: | Alex Xxxxxxxx | Xxxx Whilesmith | Name: | Xxxxx X. Xxxxxx | ||||
| Title: | Treasurer | Secretary | Title: | First Vice President | ||||
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