Exhibit (h)(4)
SECOND AMENDMENT
TO THE AGENCY AGREEMENT
This Amendment is made as of the 13th day of March, 2006, to the Agency
Agreement listed on Schedule A (the "Agreement") between the Fund listed
thereon, on behalf of the Series listed thereon (collectively the "Funds"
and each separately a "Fund"), and DWS Xxxxxxx Investments Service Company
("Service Company").
NOW, THEREFORE, in consideration of the mutual promises set forth and for
other good and valuable consideration, the parties hereby agree to amend
the Agreement as follows:
1. The following is hereby inserted as a new Section 5 D:
Reference is made herein to the January 15, 2003 agreement, by and
between DST SYSTEMS, INC. ("DST") and DWS XXXXXXX INVESTMENTS SERVICE
COMPANY ("DWS-SISC") and all subsequent amendments to that agreement
("DST Agreement"). The DST Agreement provides for the fulfillment of
DWS-SISC's transfer agency services outlined in this Agreement by DST
and delegated pursuant to Section 21 C of this Agreement. Exhibit D of
the DST Agreement provides for certain service level bonuses and
liquidated damages based on the quality of services provided. The
parties agree that all liquidated damage payments made by DST to
DWS-SISC or its affiliates in respect of the Fund pursuant to Sections
C or D of Exhibit D of the DST Agreement shall be passed through to
the Fund, and that all bonus payments payable by DWS-SISC in respect
of the Fund pursuant to Section E of Exhibit D of the DST Agreement
shall be an obligation of, and borne by, the Fund. The standards for
these payments will be negotiated as provided for in Section of
Exhibit D of the DST Agreement. All payments made pursuant to this
amendment shall be charged or credited to the funds based on the
relative number of accounts subject to the Annual Per Account Fee
under the Retail and XXX Account Fee Schedule, except omnibus accounts
and Matrix Level III accounts. The Retail and XXX Account Fee Schedule
does not cover wholesale money funds and is to be distinguished from
the Retirement Account Fee Schedule. The number of accounts will be
measured on the last day of the period with respect to which the
charge or credit is to be assessed. DWS-SISC shall report to the Board
of the Fund at least annually regarding any adjustments to anticipated
call volumes, and shall report to the Fund as least semi-annually
regarding any liquidated damage payments or bonus payments paid to or
by the Fund, as the case may be.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their respective duly authorized officer as of the day and year first set forth
above.
DWS CHICAGO BOARD FUNDS
(Funds listed on Schedule A)
By: /s/Xxxxxx X. Xxxxxxx
--------------------
Name: Xxxxxx X. Xxxxxxx
Title: Vice President
ATTEST:
/s/Xxxx Xxxxxxxx
----------------
Name: Xxxx Xxxxxxxx
Title: Secretary
DWS XXXXXXX INVESTMENTS SERVICE COMPANY
By: /s/Xxxxxxx Xxxxx
----------------
Name: Xxxxxxx Xxxxx
Title: Vice President
ATTEST:
/s/Xxxxxxxx Xxxxx
-----------------
Name: Xxxxxxxx Xxxxx
Title: Vice President
2
SCHEDULE A
TO
SECOND AMENDMENT TO
AGENCY AGREEMENT
----------------
Date of Agency
Fund Series Agreement
---- ------ ---------
DWS Variable Series II DWS Salomon Aggressive Growth VIP July 1, 2001
DWS Balanced VIP
DWS Blue Chip VIP
DWS Conservative Allocation VIP
DWS Core Fixed Income VIP
DWS Xxxxx Venture Value VIP
DWS Dreman High Return Equity VIP
DWS Dreman Small Cap Value VIP
DWS Xxxxxxxxx Foreign Value VIP
DWS Global Thematic VIP
DWS Government & Agency Securities VIP
DWS Growth Allocation VIP
DWS High Income VIP
DWS International Select Equity VIP
DWS Janus Growth & Income VIP
DWS Janus Growth Opportunities VIP
DWS Mercury Large Cap Core VIP
DWS Large Cap Value VIP
3
Date of Agency
Fund Series Agreement
---- ------ ---------
DWS Mid Cap Growth VIP
DWS Moderate Allocation VIP
DWS Money Market VIP
DWS Oak Strategic Equity VIP
DWS Small Cap Growth VIP
DWS Strategic Income VIP
DWS Technology VIP
DWS Xxxxxx Mid Cap Growth VIP
DWS Income Allocation VIP
DWS MFS Strategic Value VIP
DWS Dreman Financial Services VIP
4
