EX-99.g.1(c)
[LOGO OF CHASE APPEARS HERE]
The Chase Manhattan Bank
0 Xxx Xxxx Xxxxx
Xxx Xxxx, XX 00000
February 28, 2000
Xxxxxxx Relationship Funds
000 Xxxxx XxXxxxx Xxxxxx
Xxxxxxx, XX 00000
Re: Amendment to Multiple Services Agreement Effective May 9, 1997- Addition of
the Xxxxxxx U.S. Treasury Inflation Protected Securities Fund, Xxxxxxx
Defensive High Yield Fund, Xxxxxxx Limited Duration Fund and Fund Name
Changes
Dear Sirs:
We refer to the Multiple Services Agreement, effective May 9, 1997 (the
"MSA") between Xxxxxx Xxxxxxx Trust Company, which was succeeded by The Chase
Manhattan Bank, and Xxxxxxx Relationship Funds.
The parties hereby agree as follows:
1. "Schedule B1 - List of Series of Xxxxxxx Relationship Funds effective
June 1, 1998" is replaced in its entirety with "Schedule B1 - List of
Series of Xxxxxxx Relationship Funds as last amended on February 28, 2000",
attached hereto.
2. "Schedule F - Fee Schedule for Xxxxxxx Relationship Funds effective
June 1, 1998" is replaced in its entirety with "Schedule F - Fee Schedule
for Xxxxxxx Relationship Funds as last amended on February 28, 2000",
attached hereto.
The MSA, as amended by this letter amendment, shall continue in full force
and effect.
Please evidence your acceptance of the terms of this letter by signing
below and returning one copy to Xxxxxxx Xxxxxxxx, The Chase Manhattan Bank,
Third Floor, 0 Xxx Xxxx Xxxxx, Xxx Xxxx, XX 00000-0000.
Very truly yours,
THE CHASE MANHATTAN BANK
By: /s/ Xxxxxxx Xxxx
-----------------------------
Name: Xxxxxxx Xxxx
Title: Principal
Accepted and Agreed:
XXXXXXX RELATIONSHIP FUNDS
By: /s/ E. Xxxxxx XxXxxxxx
-------------------------------
Name: E. Xxxxxx XxXxxxxx
Title: President
SCHEDULE B1
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LIST OF SERIES OF XXXXXXX RELATIONSHIP FUNDS
--------------------------------------------
As last amended on February 28, 2000
Xxxxxxx Global Securities Fund
Xxxxxxx Global Bond Fund
Xxxxxxx U.S. Equity Fund
Xxxxxxx U.S. Large Capitalization Equity Fund
Xxxxxxx U.S. Intermediate Capitalization Equity Fund
Xxxxxxx U.S. Value Equity Fund
Xxxxxxx U.S. Small Capitalization Equity Fund
Xxxxxxx Global (Ex-U.S.) Equity Fund
Xxxxxxx Emerging Markets Equity Fund
Xxxxxxx Xxxx Plus Fund
Xxxxxxx U.S. Bond Fund
Xxxxxxx U.S. Short/Intermediate Fixed Income Fund
Xxxxxxx Limited Duration Fund
Xxxxxxx U.S. Treasury Inflation Protected Securities Fund
Brinson Short-Term Fund
Xxxxxxx U.S. Cash Management Prime Fund
Xxxxxxx High Yield Fund
Xxxxxxx Defensive High Yield Fund
Xxxxxxx Emerging Markets Debt Fund
SCHEDULE F
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FEE SCHEDULE FOR XXXXXXX RELATIONSHIP FUNDS
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as last amended on February 28, 2000
Accounting, Administration, Transfer Agency and
Custody Services Annual Fee Schedule
1. On an annual basis, 0.25 basis points of the average weekly U.S. assets of
the Customer, 5.25 basis points of the average weekly non-U.S. assets of
the Customer, 32.50 basis points of the average weekly emerging markets
equity assets of the Customer and 1.90 basis points of the average weekly
emerging markets debt assets of the Customer.
There will be an annual fee of $25 for each shareholder account within
Xxxxxxx Relationship Funds.
An additional fee of 7.50 basis points will be charged for administrative
duties. PLEASE NOTE: The additional fee of 7.50 basis points can ONLY be
charged up to the extent it does not make a fund exceed its expense cap.
Please see below for the expense caps of each fund within Xxxxxxx
Relationship Funds:
Fund Expense Cap
---- -----------
Xxxxxxx Global Securities Fund 5 basis points
Xxxxxxx Global Bond Fund 5 basis points
Xxxxxxx U.S. Equity Fund 1 basis point
Xxxxxxx U.S. Large Capitalization Equity Fund 1 basis point
Xxxxxxx U.S. Intermediate Capitalization Equity Fund 1 basis point
Xxxxxxx U.S. Value Equity Fund 1 basis point
Xxxxxxx U.S. Small Capitalization Equity Fund 0 basis points
Xxxxxxx Global (Ex-U.S.) Equity Fund 6 basis points
Xxxxxxx Emerging Markets Equity Fund 50 basis points
Xxxxxxx Xxxx Plus Fund 5 basis points
Xxxxxxx U.S. Bond Fund 1 basis point
Xxxxxxx U.S. Short/Intermediate Fixed Income Fund 1 basis point
Xxxxxxx Limited Duration Fund 1 basis point
Xxxxxxx U.S Treasury Inflation Protected Securities Fund 1 basis point
Brinson Short-Term Fund 5 basis points
Xxxxxxx U.S. Cash Management Prime Fund 1 basis point
Xxxxxxx High Yield Fund 0 basis points
Xxxxxxx Defensive High Yield Fund 1 basis point
Xxxxxxx Emerging Markets Debt Fund 50 basis points
NO FEE (asset based or otherwise) will be charged on any investments made
by any fund into any other fund managed by Xxxxxxx Partners, Inc. Fees are
to be charged
ONLY where actual non-Xxxxxxx Partners, Inc.-sponsored investment company
or series securities are held. Assets of a series which are invested in
another Xxxxxxx Partners, Inc.-sponsored investment company or series shall
not be counted in determining whether or not the charging of the 7.50 basis
points charge for administrative duties would cause a fund to exceed its
fee cap and shall not be counted in determining the amount of assets
subject to the 7.50 basis points.
For purposes of this Schedule F, the "average weekly U.S. assets of the
customer" means the average weekly U.S. assets custodied within the United
States of the Customer as calculated by the Accounting Agent for the month
for which the statement reflecting the charges for a given month relates.
For purposes of this Schedule F, the "average weekly non-U.S. assets of the
customer" means the average weekly balance of countries included in the
Xxxxxx Xxxxxxx Capital World Ex-U.S.A. (free) Index or the Salomon Non-U.S.
Government Bond Index (including assets with a country of issue of the
European Economic Community and held in Euroclear or CEDEL) custodied
outside the United States of the Customer as calculated by the Accounting
Agent for the month for which the statement reflecting the charges for a
given month relates. For purposes of this Schedule F, the "average weekly
emerging markets equity assets of the customer" means the average weekly
balance of the countries included in the International Finance Corporation
Global Index (excluding countries included in the Xxxxxx Xxxxxxx Capital
World Ex-U.S.A. (free) Index or the Salomon Non-U.S. Government Bond Index,
but including assets with a country of issue in the local market contained
in such index that are held in Euroclear or CEDEL) custodied outside the
United States of the Xxxxxxx Emerging Markets Equity Fund as calculated by
the Accounting Agent for the month for which the statement reflecting the
charges for a given month relates. For purposes of this Schedule F, the
"average weekly emerging markets debt assets of the customer" means the
average weekly balance of the countries included in the X.X. Xxxxxx
Emerging Markets Bond Index Plus custodied outside the United States of the
Xxxxxxx Emerging Markets Debt Fund (including assets with a country of
issue in the local market contained in such index that are held in
Euroclear or CEDEL) as calculated by the Accounting Agent for the month for
which the statement reflecting the charges for a given month relates.
Those fees include all out-of-pocket expenses or transaction charges
incurred by the accountant, administrator, transfer agent and custodian
with the exception of the following.
The Customer will be billed directly by Other Parties for the following
direct Customer expenses or transaction charges:
(1) taxes;
(2) salaries and other fees of officers and directors who are not
officers, directors, shareholders or employees of Other Parties, or
the Customer's investment adviser;
(3) SEC and state Blue Sky registration and qualification fees, levies,
fines and other charges;
(4) XXXXX filing fees;
(5) independent public accountants;
(6) insurance premiums including fidelity bond premiums;
(7) outside legal expenses;
(8) costs of maintenance of corporate existence;
(9) expenses of typesetting and printing of prospectuses for regulatory
purposes and for distribution to current shareholders of the Customer;
(10) expenses of printing and production costs of shareholders' reports and
proxy statements and materials;
(11) trade association dues and expenses; and
(12) travel and lodging expenses of the Customer's directors and officers
who are not directors, officers and/or employees of Other Parties.
Customer will not be billed directly for any direct Customer expenses or
pay any other direct Customer expenses, unless the payment of such direct
expenses is agreed to in writing by Customer.
2. Upon termination of the provision of services under this Agreement before
the end of any month, the fee for the part of the month before such
termination or the date after which the provision of services ceases,
whichever is later, shall be prorated according to the proportion which
such part bears to the full monthly period and shall be payable upon the
date of such termination or the date after which the provision of the
services ceases, whichever is later.
