EXPENSE CAP/REIMBURSEMENT AGREEMENT
This Agreement is entered into as of the 2nd day
of August, 1999, between Target Holdings Corporation
d/b/a/ Target Investors (the "Adviser") and Grand Prix
Funds, Inc. (the "Company") on behalf of the Class C
shares of the Grand Prix Fund (the "Fund").
WHEREAS, the Adviser desires to contractually
agree to waive a portion of its advisory fee or
reimburse certain of the Fund's operating expenses to
ensure that the Fund's total operating expenses do not
exceed the level described below.
NOW THEREFORE, the parties agree as follows:
The Adviser agrees that until February 29, 2000,
it will reduce its compensation as provided for in the
Investment Advisory Agreement between the Fund and the
Adviser dated December 31, 1997, and/or assume expenses
for the Fund to the extent necessary to ensure that the
Fund's Class C shares total operating expenses do not
exceed 2.47%, on an annual basis of the Fund's Class C
shares average daily net assets. Further, the Adviser
agrees that from February 29, 2000 until February 28,
2002, it will reduce its compensation and/or assume
expenses for the Fund to the extent necessary to ensure
that the Fund's Class C shares total operating expenses
do not exceed 2.50%, on an annual basis of the Fund's
Class C shares average daily net assets.
The Adviser shall be entitled to recoup such
amounts for a period of up to three (3) years from the
date the Adviser reduced its compensation and/or
assumed expenses for the Fund.
This Agreement shall terminate on August 2, 2002
unless extended by the mutual agreement of the parties,
as provided for in an amendment to this Agreement.
TARGET HOLDINGS CORPORATION d/b/a
TARGET INVESTORS
By: /s/ Xxxxxx Xxxxxxx
--------------------------
Xxxxxx Xxxxxxx, President
GRAND PRIX FUNDS, INC.
By: /s/ Xxxxxx Xxxxxxx
---------------------------
Xxxxxx Xxxxxxx, President