EXPENSE REIMBURSEMENT AGREEMENT
Exhibit (h)(96)
EXPENSE REIMBURSEMENT AGREEMENT
EXPENSE REIMBURSEMENT AGREEMENT, by and between Ivy Investment Management Company (“IICO”), Ivy Distributors, Inc. (“IDI”) and Xxxxxxx & Xxxx Services Company, doing business as WI Services Company (“WISC”), and Ivy Funds, on behalf of its series of the Trust set forth below (each a “Fund” and, collectively, the “Funds”).
WHEREAS, Ivy Funds, a Delaware statutory trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-ended management investment company of the series type, and each Fund is a series of Ivy Funds; and
WHEREAS, Ivy Funds, IICO, IDI and WISC have determined that it is appropriate and in the best interests of each Fund and its shareholders to maintain the expenses of each Fund at a level below the level to which each Fund may normally be subject;
NOW THEREFORE, the parties hereto agree as follows:
1. | Reimbursement of Expenses. |
1.1 | Applicable Reimbursement Level and Term of Reimbursement. For the period from January 12, 2017 through July 31, 2018, IICO, IDI and/or WISC agrees to reimburse sufficient management fees, Rule 12b-1 fees and/or shareholder servicing fees to cap the total annual ordinary operating expenses (which would exclude interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses, if any) for the Class of shares of each Fund set forth below at the level in the following table (the “Reimbursement Amount”): |
Fund | Class I | Class R6 | ||
Ivy Bond Fund |
0.54% | 0.54% | ||
Ivy Emerging Markets Equity Fund |
0.99% | 0.99% | ||
Xxx XxXxxxx Global Real Estate Fund |
1.05% | 1.05%1 |
1.2 | Payment of Reimbursement Amount. To effect the expense reimbursement provided for in this Agreement, a Fund may offset the appropriate Reimbursement Amount against the management fees, Rule 12b-1 fees and/or shareholder servicing fees payable under the Investment Management Agreement, Rule 12b-1 Plan and/or the Shareholder Servicing Agreement. Alternatively, the Reimbursement Amount shall be paid directly by IICO, IDI and/or WISC. Such offset shall be taken, or such direct payment shall be paid, two times per year within 30 days following the date of a Fund’s applicable semi-annual or annual reporting period. |
1 Xxx XxXxxxx Global Real Estate Fund (Fund) does not currently offer a Class R6 share class. It is anticipated that the Ivy Funds’ Class R6 share class will convert to a new Class N share class during the term of this Agreement and that the Fund will either adopt a Class R6 share class that will convert into Class N or will simply adopt a new Class N share class. This 1.05% waiver is effective upon the future launch of either a Class R6 share class or a Class N share class by the Fund.
2. | Termination and Effectiveness of Agreement. |
2.1 | Termination. This Agreement shall terminate with respect to the applicable Class of shares of a Fund upon termination of the Fund’s Investment Management Agreement, Rule 12b-1 Plan and/or the Shareholder Servicing Agreement or on July 31, 2018, whichever comes first. This Agreement may be terminated prior to expiration if such termination is approved by the Board of Trustees of the Trust, including the vote of a majority of the trustees who are not “interested persons” as defined in the 1940 Act. |
2.2 | Effectiveness. This Agreement shall be effective January 12, 2017. |
3. | Miscellaneous. |
3.1 | Captions. The captions in this Agreement are included for convenience of reference only and in no other way define or delineate any of the provisions hereof. |
3.2 | Interpretation. Nothing contained herein shall be deemed to require Ivy Funds or a Fund to take any action contrary to the Ivy Funds’ Declaration of Trust or Bylaws, or any applicable statutory or regulatory requirement to which it is subject or by which it is bound, or to relieve or deprive the Board of Trustees of Ivy Funds of its responsibility for and control of the conduct of the affairs of Ivy Funds or a Fund. |
3.3 | Definitions. Any question of interpretation of any term or provision of this Agreement, including but not limited to the management fees, Rule 12b-1 Plan and/or shareholder servicing fees, the computations of net asset values, and the allocation of expenses, having a counterpart or otherwise derived from the terms and provisions of the Investment Management Agreement, Rule 12b-1 Plan, the Shareholder Servicing Agreement or the 1940 Act, shall have the same meaning as and be resolved by reference to the Investment Management Agreement, Rule 12b-1 Plan, the Shareholder Servicing Agreement or the 1940 Act. |
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IN WITNESS WHEREOF, the parties have caused this Agreement to be signed by their respective officers thereunto duly authorized as of January 9, 2017.
XXXXXXX & XXXX SERVICES |
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COMPANY |
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By: |
/s/ Xxxxx X. Xxxxx |
By: |
/s/ Xxxxx X. Hills |
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Xxxxx X. Xxxxx, Senior Vice President |
Xxxxx X. Hills, Vice President |
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IVY DISTRIBUTORS, INC. |
IVY INVESTMENT MANAGEMENT |
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COMPANY |
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By: |
/s/ Xxxxxx X. Xxxxx |
By: |
/s/ Xxxxxx X. Xxxxxxx |
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Xxxxxx X. Xxxxx, President |
Xxxxxx X. Xxxxxxx, President |
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