January 1, 2000
Xxxx Xxxxxxx Advisers, Inc.
000 Xxxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Xxxx Xxxxxxx International Equity Fund ("Fund")
Ladies and Gentlemen:
The Sub-Investment Contract between Xxxx Xxxxxxx Institutional Series (the
"Trust") on behalf of the Xxxx, Xxxx Xxxxxxx Advisers, Inc. (the "Adviser") and
Xxxx Xxxxxxx Advisers International, Ltd. (the "Sub-Adviser"), dated March 30,
1995, currently provides that the Adviser will pay the Sub-Adviser quarterly,
for each of the preceding 3 months, in arrears a fee at the annual rate of 70%
of the investment advisory fee payable to the Adviser while the Fund's average
daily net assets are less than $500 million; and 90% of the investment advisory
fee payable to the Adviser while the Fund's average daily net assets are $500
million or more. The Fund shall not be liable to the Sub-Adviser for the
Sub-Adviser's compensation.
As of January 1, 2000, the Sub-Adviser hereby agrees to waive its right to
receive its sub-advisory fee except for an amount equal to .05% of the Fund's
average daily net asset value. Indocam International Investment Services
("IIIS") will provide advice and services under the terms of a separate
Sub-Advisory Agreement with the Fund, and the Sub-Adviser will act as a limited
Co-Sub-Adviser with IIIS.
Agreed to by:
XXXX XXXXXXX ADVISERS
INTERNATIONAL, LIMITED
/s/Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
Director
Funds/institnl/JHAIwaiver-99