PIC INVESTMENT TRUST
CONTRACTUAL WAIVER/REIMBURSEMENT AGREEMENT
This Contractual Waiver/Reimbursement Agreement ("Amendment") is entered
into and effective as of March 1, 1999 by and between PIC Investment Trust, (the
"Trust"), a Delaware business trust, and Provident Investment Counsel (the
"Administrator"), a California corporation.
WHEREAS, the Trust and Administrator entered into an Administration
Agreement (the "Agreement") dated as of June 11, 1992 and they desire to also
enter into this Agreement as provided herein;
NOW THEREFORE, in consideration of the mutual covenants and promises set
forth herein, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:
The Administrator hereby agrees to waive its fee and to reimburse expenses
to the extent necessary such that the total operating expenses of each Fund of
the Trust do not exceed a percentage of the Funds average daily net assets as
detailed on Exhibit A.
Term. This Agreement shall become effective on the date specified herein
and shall remain in effect for a period of ten (10) years, unless sooner
terminated as provided in this Agreement. This Agreement shall continue in
effect thereafter for additional periods not exceeding one (1) year so long as
such continuation is approved for each Fund at least annually by the Board of
Trustees of the Trust (and separately by the disinterested Trustees of the
Trust).
Termination. This Agreement may be terminated by the Trust on behalf of any
one or more of the Funds at any time without payment of any penalty or by the
Board of Trustees of the Trust, upon sixty (60) days written notice to the
Administrator. The Administrator may decline to renew this Agreement by written
notice to the Trust at least thirty (30) days before its annual expiration date.
Modification and Governing Law. This Agreement may not be modified except
by a writing signed by authorized representatives of the parties to this
Amendment. This Amendment shall be governed by and construed and interpreted in
accordance with the laws of the State of Delaware.
IN WITNESS WHEREOF, the parties have executed this Amendment effective
as of the date first above written.
PIC INVESTMENT TRUST
By:/s/Xxxxxxxx X. Xxxxx
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Title: President
PROVIDENT INVESTMENT COUNSEL
By: /s/Xxxxxxxx X. Xxxxx
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Title: Vice President
PIC INVESTMENT TRUST
CONTRACTUAL WAIVER/REIMBURSEMENT AGREEMENT
Effective March 1, 1999
EXHIBIT A
ANNUAL OPERATING
FUNDS EXPENSE LIMIT
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Provident Investment Counsel Pinnacle Balanced Fund A 1.05%
Provident Investment Counsel Pinnacle Growth Fund A 1.35%
Provident Investment Counsel Pinnacle Mid Cap Fund A 1.39%
Provident Investment Counsel Pinnacle Small Company Growth Fund A 1.55%
Provident Investment Counsel Pinnacle Balanced Fund B 1.90%
Provident Investment Counsel Pinnacle Growth Fund B 2.10%
Provident Investment Counsel Pinnacle Mid Cap Fund B 2.14%
Provident Investment Counsel Pinnacle Small Company Growth Fund B 2.30%
Provident Investment Counsel Growth Fund I 1.25%
Provident Investment Counsel Small Company Growth Fund I 1.45%
Provident Investment Counsel Small Cap Growth Fund I 1.00%