SERVICES AGREEMENT
AGREEMENT made as of the 17th day of April, 1995 by and between Xxxx
Xxxxxx InterCapital Inc., a Delaware corporation (herein referred to as
"InterCapital"), and Xxxx Xxxxxx Services Company Inc., a Delaware
corporation (herein referred to as "DWS").
WHEREAS, InterCapital has entered into separate agreements (each such
agreement being herein referred to as an "Investment Management Agreement")
with certain investment companies as set forth on Schedule A (each such
investment company being herein referred to as a "Fund" and, collectively, as
the "Funds") pursuant to which InterCapital is to perform, or supervise the
performance of, among other services, administrative services for the Funds
(and, in the case of Funds with multiple portfolios, the Series or Portfolios
of the Funds (such Series and Portfolio being herein individually referred to
as "a Series" and, collectively, as "the Series"));
WHEREAS, InterCapital desires to retain DWS to perform the administrative
services as described below; and
WHEREAS, DWS desires to be retained by InterCapital to perform such
administrative services:
Now, therefore, in consideration of the mutual covenants and agreements of
the parties hereto as herein set forth, the parties covenant and agree as
follows:
1. DWS agrees to provide administrative services to each Fund as
hereinafter set forth. Without limiting the generality of the foregoing, DWS
shall (i) administer the Fund's business affairs and supervise the overall
day-to-day operations of the Fund (other than rendering investment advice);
(ii) provide the Fund with full administrative services, including the
maintenance of certain books and records, such as journals, ledger accounts
and other records required under the Investment Company Act of 1940, as
amended (the "Act"), the notification to the Fund and InterCapital of
available funds for investment, the reconciliation of account information and
balances among the Fund's custodian, transfer agent and dividend disbursing
agent and InterCapital, and the calculation of the net asset value of the
Fund's shares; (iii) provide the Fund with the services of persons competent
to perform such supervisory, administrative and clerical functions as are
necessary to provide effective operation of the Fund; (iv) oversee the
performance of administrative and professional services rendered to the Fund
by others, including its custodian, transfer agent and dividend disbursing
agent, as well as accounting, auditing and other services; (v) provide the
Fund with adequate general office space and facilities; (vi) assist in the
preparation and the printing of the periodic updating of the Fund's
registration statement and prospectus (and, in the case of an open-end Fund,
the statement of additional information), tax returns, proxy statements, and
reports to its shareholders and the Securities and Exchange Commission; and
(vii) monitor the compliance of the Fund's investment policies and
restrictions.
In the event that InterCapital enters into an Investment Management
Agreement with another investment company, and wishes to retain DWS to
perform administrative services hereunder, it shall notify DWS in writing. If
DWS is willing to render such services, it shall notify InterCapital in
writing, whereupon such other Fund shall become a Fund as defined herein.
2. DWS shall, at its own expense, maintain such staff and employ or retain
such personnel and consult with such other persons as it shall from time to
time determine to be necessary or useful to the performance of its
obligations under this Agreement. Without limiting the generality of the
foregoing, the staff and personnel of DWS shall be deemed to include officers
of DWS and persons employed or otherwise retained by DWS (including officers
and employees of InterCapital, with the consent of InterCapital) to furnish
services, statistical and other factual data, information with respect to
technical and scientific developments, and such other information, advice and
assistance as DWS may desire. DWS shall maintain each Fund's records and
books of account (other than those maintained by the Fund's transfer agent,
registrar, custodian and other agencies). All such books and records so
maintained shall be the property of the Fund and, upon request therefor, DWS
shall surrender to InterCapital or to the Fund such of the books and records
so requested.
3. InterCapital will, from time to time, furnish or otherwise make
available to DWS such financial reports, proxy statements and other
information relating to the business and affairs of the Fund as DWS
1
may reasonably require in order to discharge its duties and obligations to
the Fund under this Agreement or to comply with any applicable law and
regulation or request of the Board of Directors/Trustees of the Fund.
4. For the services to be rendered, the facilities furnished, and the
expenses assumed by DWS, InterCapital shall pay to DWS monthly compensation
calculated daily (in the case of an open-end Fund) or weekly (in the case of
a closed-end Fund) by applying the annual rate or rates set forth on Schedule
B to the net assets of each Fund. Except as hereinafter set forth, (i) in the
case of an open-end Fund, compensation under this Agreement shall be
calculated by applying 1/365th of the annual rate or rates to the Fund's or
the Series' daily net assets determined as of the close of business on that
day or the last previous business day and (ii) in the case of a closed-end
Fund, compensation under this Agreement shall be calculated by applying the
annual rate or rates to the Fund's average weekly net assets determined as of
the close of the last business day of each week. If this Agreement becomes
effective subsequent to the first day of a month or shall terminate before
the last day of a month, compensation for that part of the month this
Agreement is in effect shall be prorated in a manner consistent with the
calculation of the fees as set forth on Schedule B. Subject to the provisions
of paragraph 5 hereof, payment of DWS' compensation for the preceding month
shall be made as promptly as possible after completion of the computations
contemplated by paragraph 5 hereof.
5. In the event the operating expenses of any open-end Fund and/or any
Series thereof, or of InterCapital Income Securities Inc., including amounts
payable to InterCapital pursuant to the Investment Management Agreement, for
any fiscal year ending on a date on which this Agreement is in effect, exceed
the expense limitations applicable to the Fund and/or any Series thereof
imposed by state securities laws or regulations thereunder, as such
limitations may be raised or lowered from time to time, or, in the case of
InterCapital Income Securities Inc. or Xxxx Xxxxxx Variable Investment Series
or any Series thereof, the expense limitation specified in the Fund's
Investment Management Agreement, the fee payable hereunder shall be reduced
on a pro rata basis in the same proportion as the fee payable by the Fund
under the Investment Management Agreement is reduced.
6. DWS shall bear the cost of rendering the administrative services to be
performed by it under this Agreement, and shall, at its own expense, pay the
compensation of the officers and employees, if any, of the Fund employed by
DWS, and such clerical help and bookkeeping services as DWS shall reasonably
require in performing its duties hereunder.
7. DWS will use its best efforts in the performance of administrative
activitives on behalf of each Fund, but in the absence of willful
misfeasance, bad faith, gross negligence or reckless disregard of its
obligations hereunder, DWS shall not be liable to the Fund or any of its
investors for any error of judgment or mistake of law or for any act or
omission by DWS or for any losses sustained by the Fund or its investors. It
is understood that, subject to the terms and conditions of the Investment
Management Agreement between each Fund and InterCapital, InterCapital shall
retain ultimate responsibility for all services to be performed hereunder by
DWS. DWS shall indemnify InterCapital and hold it harmless from any liability
that InterCapital may incur arising out of any act or failure to act by DWS
in carrying out its responsibilities hereunder.
8. It is understood that any of the shareholders, Directors/Trustees,
officers and employees of the Fund may be a shareholder, director, officer or
employee of, or be otherwise interested in, DWS, and in any person
controlling, controlled by or under common control with DWS, and that DWS and
any person controlling, controlled by or under common control with DWS may
have an interest in the Fund. It is also understood that DWS and any
affiliated persons thereof or any persons controlling, controlled by or under
common control with DWS have and may have advisory, management,
administration service or other contracts with other organizations and
persons, and may have other interests and businesses, and further may
purchase, sell or trade any securities or commodities for their own accounts
or for the account of others for whom they may be acting.
9. This Agreement shall continue until April 30, 1995, and thereafter
shall continue automatically for successive periods of one year unless
terminated by either party by written notice delivered to the other party
within 30 days of the expiration of the then-existing period. Notwithstanding
the foregoing, this
2
Agreement may be terminated at any time, by either party on 30 days' written
notice delivered to the other party. In the event that the Investment
Management Agreement between any Fund and InterCapital is terminated, this
Agreement will automatically terminate with respect to such Fund.
10. This Agreement may be amended or modified by the parties in any manner
by written agreement executed by each of the parties hereto.
11. This Agreement may be assigned by either party with the written
consent of the other party.
12. This Agreement shall be construed and interpreted in accordance with
the laws of the State of New York.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement as of the day and year first above written in New York, New York.
XXXX XXXXXX INTERCAPITAL INC.
By: /s/ Xxxxxxx Xxxxxx
..............................
Xxxxxxx Xxxxxx
Attest:
/s/ XxxXxxx XxXxxxx
..............................
XxxXxxx XxXxxxx
XXXX XXXXXX SERVICES COMPANY INC.
By: /s/ Xxxxxxx X. Xxxxxxxxxxx
..............................
Xxxxxxx X. Xxxxxxxxxxx
Attest:
/s/ Xxxxx Xxxx
..............................
Xxxxx Xxxx
3
SCHEDULE A
XXXX XXXXXX FUNDS
AS AMENDED AS OF MARCH 2, 1998
OPEN-END FUNDS
1. Active Assets California Tax-Free Trust
2. Active Assets Government Securities Trust
3. Active Assets Money Trust
4. Active Assets Tax-Free Trust
5. Xxxx Xxxxxx American Value Fund
6. Xxxx Xxxxxx Balanced Growth Fund
7. Xxxx Xxxxxx Balanced Income Fund
8. Xxxx Xxxxxx California Tax-Free Daily Income Trust
9. Xxxx Xxxxxx California Tax-Free Income Fund
10. Xxxx Xxxxxx Capital Appreciation Fund
11. Xxxx Xxxxxx Capital Growth Securities
12. Xxxx Xxxxxx Convertible Securities Trust
13. Xxxx Xxxxxx Developing Growth Securities Trust
14. Xxxx Xxxxxx Diversified Income Trust
15. Xxxx Xxxxxx Dividend Growth Securities Inc.
16. Xxxx Xxxxxx European Growth Fund Inc.
17. Xxxx Xxxxxx Federal Securities Trust
18. Xxxx Xxxxxx Financial Services Trust
19. Xxxx Xxxxxx Fund of Funds
(i) Domestic Portfolio
(ii) International Portfolio
20. Xxxx Xxxxxx Global Asset Allocation Fund
21. Xxxx Xxxxxx Global Dividend Growth Securities
22. Xxxx Xxxxxx Global Short-Term Income Fund Inc.
23. Xxxx Xxxxxx Global Utilities Fund
24. Xxxx Xxxxxx Hawaii Municipal Trust
25. Xxxx Xxxxxx Health Sciences Trust
26. Xxxx Xxxxxx High Yield Securities Inc.
27. Xxxx Xxxxxx Income Builder Fund
28. Xxxx Xxxxxx Information Fund
29. Xxxx Xxxxxx Intermediate Income Securities
30. Xxxx Xxxxxx Intermediate Term U.S. Treasury Trust
31. Xxxx Xxxxxx International SmallCap Fund
32. Xxxx Xxxxxx Japan Fund
33. Xxxx Xxxxxx Limited Term Municipal Trust
34. Xxxx Xxxxxx Liquid Asset Fund Inc.
35. Xxxx Xxxxxx Market Leader Trust
36. Xxxx Xxxxxx Mid-Cap Growth Fund
37. Xxxx Xxxxxx Multi-State Municipal Series Trust
38. Xxxx Xxxxxx Natural Resource Development Securities Inc.
39. Xxxx Xxxxxx New York Municipal Money Market Trust
40. Xxxx Xxxxxx New York Tax-Free Income Fund
41. Xxxx Xxxxxx Pacific Growth Fund Inc.
42. Xxxx Xxxxxx Precious Metals and Minerals Trust
43. Xxxx Xxxxxx Retirement Series
44. Xxxx Xxxxxx Select Dimensions Investment Series
(i) American Value Portfolio
(ii) Balanced Growth Portfolio
(iii) Developing Growth Portfolio
(iv) Diversified Income Portfolio
(v) Dividend Growth Portfolio
(vi) Emerging Markets Portfolio
(vii) Global Equity Portfolio
(viii) Growth Portfolio
(ix) Mid-Cap Growth Portfolio
(x) Money Market Portfolio
(xi) North American Government Securities Portfolio
(xii) Utilities Portfolio
(xiii) Value-Added Market Portfolio
45. Xxxx Xxxxxx Select Municipal Reinvestment Fund
46. Xxxx Xxxxxx Short-Term Bond Fund
47. Xxxx Xxxxxx Short-Term U.S. Treasury Trust
48. Xxxx Xxxxxx Special Value Fund
49. Xxxx Xxxxxx Strategist Fund
50. Xxxx Xxxxxx S&P 500 Index Fund
51. Xxxx Xxxxxx Tax-Exempt Securities Trust
A-1
52. Xxxx Xxxxxx Tax-Free Daily Income Trust
53. Xxxx Xxxxxx U.S. Government Money Market Trust
54. Xxxx Xxxxxx U.S. Government Securities Trust
55. Xxxx Xxxxxx Utilities Fund
56. Xxxx Xxxxxx Value-Added Market Series
57. Xxxx Xxxxxx Variable Investment Series
(i) Capital Appreciation Portfolio
(ii) Capital Growth Portfolio
(iii) Dividend Growth Portfolio
(iv) Equity Portfolio
(v) European Growth Portfolio
(vi) Global Dividend Growth Portfolio
(vii) High Yield Portfolio
(viii) Income Builder Portfolio
(ix) Money Market Portfolio
(x) Quality Income Plus Portfolio
(xi) Pacific Growth Portfolio
(xii) Strategist Portfolio
(xiii) Utilities Portfolio
58. Xxxx Xxxxxx World Wide Income Trust
59. Xxxx Xxxxxx World Wide Investment Trust
60. Xxxxxx Xxxxxxx Xxxx Xxxxxx Competitive Edge Fund,
"Best Ideas" Portfolio
CLOSED-END FUNDS
61. High Income Advantage Trust
62. High Income Advantage Trust II
63. High Income Advantage Trust III
64. InterCapital Income Securities Inc.
65. Xxxx Xxxxxx Government Income Trust
66. InterCapital Insured Municipal Bond Trust
67. InterCapital Insured Municipal Trust
68. InterCapital Insured Municipal Income Trust
69. InterCapital California Insured Municipal Income Trust
70. InterCapital Insured Municipal Securities
71. InterCapital Insured California Municipal Securities
72. InterCapital Quality Municipal Investment Trust
73. InterCapital Quality Municipal Income Trust
74. InterCapital Quality Municipal Securities
75. InterCapital California Quality Municipal Securities
76. InterCapital New York Quality Municipal Securities
A-2
SCHEDULE B
XXXX XXXXXX SERVICES COMPANY INC.
SCHEDULE OF ADMINISTRATIVE FEES
AS AMENDED AS OF MARCH 2, 1998
Monthly compensation calculated daily by applying the following annual
rates to a fund's net assets:
FIXED INCOME FUNDS
------------------
Xxxx Xxxxxx Balanced Income
Fund 0.060% of the net assets.
Xxxx Xxxxxx California Tax-Free 0.055% of the portion of the daily net assets not
Income Fund exceeding $500 million; 0.0525% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.050% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.0475% of the
portion of the daily net assets exceeding $1
billion but not exceeding $1.25 billion; and 0.045%
of the portion of the daily net assets exceeding
$1.25 billion.
Xxxx Xxxxxx Convertible 0.060% of the portion of the daily net assets not
Securities Trust exceeding $750 million; .055% of the portion of the
daily net assets exceeding $750 million but not
exceeding $1 billion; 0.050% of the portion of the
daily net assets of the exceeding $1 billion but
not exceeding $1.5 billion; 0.0475% of the portion
of the daily net assets exceeding $1.5 billion but
not exceeding $2 billion; 0.045% of the portion of
the daily net assets exceeding $2 billion but not
exceeding $3 billion; and 0.0425% of the portion of
the daily net assets exceeding $3 billion.
Xxxx Xxxxxx Diversified 0.040% of the net assets.
Income Trust
Xxxx Xxxxxx Federal Securities 0.055% of the portion of the daily net assets not
Trust exceeding $1 billion; 0.0525% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.050% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.0475% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.045% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $5 billion; 0.0425% of the portion of the
daily net assets exceeding $5 billion but not
exceeding $7.5 billion; 0.040% of the portion of
the daily net assets exceeding $7.5 billion but not
exceeding $10 billion; 0.0375% of the portion of
the daily net assets exceeding $10 billion but not
exceeding $12.5 billion; and 0.035% of the portion
of the daily net assets exceeding $12.5 billion.
Xxxx Xxxxxx Global Short-Term 0.055% of the portion of the daily net assets not
Income Fund Inc. exceeding $500 million; and 0.050% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Hawaii Municipal 0.035% of the net assets.
Trust
Xxxx Xxxxxx High Yield 0.050% of the portion of the daily net assets not
Securities Inc. exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million;
B-1
0.0375% of the portion of the daily net assets
exceeding $750 million but not exceeding $1
billion; 0.035% of the portion of the daily net
assets exceeding $1 billion but not exceeding $2
billion; 0.0325% of the portion of the daily net
assets exceeding $2 billion but not exceeding $3
billion; and 0.030% of the portion of daily net
assets exceeding $3 billion.
Xxxx Xxxxxx Intermediate 0.060% of the portion of the daily net assets not
Income Securities exceeding $500 million; 0.050% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.040% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; and 0.030% of the portion of
the daily net assets exceeding $1 billion.
Xxxx Xxxxxx Intermediate Term 0.035% of the net assets.
U.S. Treasury Trust
Xxxx Xxxxxx Limited Term 0.050% of the net assets.
Municipal Trust
Xxxx Xxxxxx Multi-State 0.035% of the net assets.
Municipal Series Trust
(10 Series)
Xxxx Xxxxxx New York Tax-Free 0.055% of the portion of the daily net assets not
Income Fund exceeding $500 million; and 0.0525% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Retirement Series- 0.065% of the net assets.
Intermediate Income Securities
Series
Xxxx Xxxxxx Retirement Series- 0.065% of the net assets.
U.S. Government Securities
Series
Xxxx Xxxxxx Select Dimensions 0.039% of the net assets.
Investment Series-North
American Government Securities
Portfolio
Xxxx Xxxxxx Short-Term 0.070% of the net assets.
Bond Fund
Xxxx Xxxxxx Short-Term U.S. 0.035% of the net assets.
Treasury Trust
Xxxx Xxxxxx Tax-Exempt 0.050% of the portion of the daily net assets not
Securities Trust exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; and 0.035% of the portion of
the daily net assets exceeding $1 billion but not
exceeding $1.25 billion; .0325% of the portion of
the daily net assets exceeding $1.25 billion.
Xxxx Xxxxxx U.S. Government 0.050% of the portion of the daily net assets not
Securities Trust exceeding $1 billion; 0.0475% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.045% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.0425% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.040% of the portion of
the daily net assets exceeding
B-2
$2.5 billion but not exceeding $5 billion; 0.0375%
of the portion of the daily net assets exceeding $5
billion but not exceeding $7.5 billion; 0.035% of
the portion of the daily net assets exceeding $7.5
billion but not exceeding $10 billion; 0.0325% of
the portion of the daily net assets exceeding $10
billion but not exceeding $12.5 billion; and 0.030%
of the portion of the daily net assets exceeding
$12.5 billion.
Xxxx Xxxxxx Variable Investment 0.050% of the net assets.
Series-High Yield Portfolio
Xxxx Xxxxxx Variable Investment 0.050% of the portion of the daily the net assets
Series-Quality Income Plus up to $500 million; and 0.045% of the portion of
Portfolio the daily net assets exceeds $500 million.
Xxxx Xxxxxx World Wide Income 0.075% of the portion of the daily net assets up to
Trust $250 million; 0.060% of the portion of the daily
net assets exceeding $250 million but not exceeding
$500 million; 0.050% of the portion of the daily
net assets of the exceeding $500 million but not
exceeding $750 milliion; 0.040% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; and 0.030% of the portion of
the daily net assets exceeding $1 billion.
Xxxx Xxxxxx Select Municipal 0.050% of the net assets.
Reinvestment Fund
EQUITY FUNDS
------------
Xxxx Xxxxxx American Value 0.0625% of the portion of the daily net assets not
Fund exceeding $250 million; 0.050% of the portion of
the daily net assets exceeding $250 million but not
exceeding $2.25 billion; 0.0475% of the portion of
the daily net assets exceeding $2.25 billion but
not exceeding $3.5 billion; and 0.0450% of the
portion of the daily net assets exceeding $3.5
billion.
Xxxx Xxxxxx Balanced Growth Fund 0.060% of the net assets.
Xxxx Xxxxxx Capital Appreciation 0.075% of the portion of the daily net assets not
Fund exceeding $500 million; and 0.0725% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Capital Growth 0.065% of the portion of the daily net assets not
Securities exceeding $500 million; 0.055% of the portion
exceeding $500 million but not exceeding $1
billion; 0.050% of the portion of the daily net
assets exceeding $1 billion but not exceeding $1.5
billion; and 0.0475% of the portion of the daily
net assets exceeding $1.5 billion.
Xxxx Xxxxxx Developing Growth 0.050% of the portion of the daily net assets not
Securities Trust exceeding $500 million; and 0.0475% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Dividend Growth 0.0625% of the portion of the daily net assets not
Securities Inc. exceeding $250 million; 0.050% of the portion of
the daily net assets exceeding $250 million but not
exceeding $1 billion; 0.0475% of the portion of the
daily net assets exceeding $1 billion but not
B-3
exceeding $2 billion; 0.045% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $3 billion; 0.0425% of the portion of the
daily net assets exceeding $3 billion but not
exceeding $4 billion; 0.040% of the portion of the
daily net assets exceeding $4 billion but not
exceeding $5 billion; 0.0375% of the portion of the
daily net assets exceeding $5 billion but not
exceeding $6 billion; 0.035% of the portion of the
daily net assets exceeding $6 billion but not
exceeding $8 billion; 0.0325% of the portion of the
daily net assets exceeding $8 billion but not
exceeding $10 billion; 0.030% of the portion of the
daily net assets exceeding $10 billion but not
exceeding $15 billion; and 0.0275% of the portion
of the daily net assets exceeding $15 billion.
Xxxx Xxxxxx European Growth 0.10% of the portion of the daily net assets not
Fund Inc. exceeding $500 million; 0.095% of the portion of
the daily net assets exceeding $500 million but not
exceeding $2 billion; and 0.090% of the portion of
the daily net assets exceeding
$2 billion.
Xxxx Xxxxxx Financial Services 0.075% of the net assets.
Trust
Xxxx Xxxxxx Fund of Funds-
Domestic Portfolio None
International Portfolio None
Xxxx Xxxxxx Global Asset 0.070% of the net assets.
Allocation Fund
Xxxx Xxxxxx Global Dividend 0.075% of the portion of the daily net assets not
Growth Securities exceeding $1 billion; 0.0725% of the portion of
the daily net assets exceeding $1 billion but
not exceeding $1.5 billion; 0.070% of the
portion of the daily net assets exceeding
$1.5 billion but not exceeding $2.5 billion;
0.0675% of the portion of the daily net assets
exceeding $2.5 billion but not exceeding
$3.5 billion; and 0.0650% of the portion of the
daily net assets exceeding $3.5 billion.
Xxxx Xxxxxx Global Utilities 0.065% of the portion of the daily net assets not
Fund exceeding $500 million; and 0.0625% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Growth Fund 0.080% of the portion of daily net assets not
exceeding $750 million; 0.075% of the portion of
daily net assets exceeding $750 million but not
exceeding $1.5 billion, and 0.070% of the portion
of daily net assets exceeding $1.5 billion.
Xxxx Xxxxxx Health Sciences 0.10% of the portion of daily net assets not
Trust exceeding $500 million; and 0.095% of the portion
of daily net assets exceeding $500 million.
Xxxx Xxxxxx Income 0.075% of the net assets.
Builder Fund
Xxxx Xxxxxx Information Fund 0.075% of the portion of the daily net assets not
exceeding $500 million; and 0.0725% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx International 0.075% of the net assets.
SmallCap Fund
B-4
Xxxx Xxxxxx Japan Fund 0.060% of the net assets.
Xxxx Xxxxxx Market Leader Trust 0.075% of the net assets.
Xxxx Xxxxxx Mid-Cap Growth Fund 0.075% of the portion of the daily net assets not
exceeding $500 million; and 0.0725% of the portion
of the daily net assets exceeding $500 million.
Xxxx Xxxxxx Natural Resource 0.0625% of the portion of the daily net assets not
Development Securities Inc. exceeding $250 million and 0.050% of the portion of
the daily net assets exceeding $250 million.
Xxxx Xxxxxx Pacific Growth 0.10% of the portion of the daily net assets not
Fund Inc. exceeding $1 billion; 0.095% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $2 billion; and 0.090% of the portion of
the daily net assets exceeding $2 billion.
Xxxx Xxxxxx Precious Metals 0.080% of the net assets.
and Minerals Trust
Xxxx Xxxxxx Retirement Series- 0.085% of the net assets.
American Value Series
Xxxx Xxxxxx Retirement Series- 0.085% of the net assets.
Capital Growth Series
Xxxx Xxxxxx Retirement Series- 0.075% of the net assets.
Dividend Growth Series
Xxxx Xxxxxx Retirement Series- 0.10% of the net assets.
Global Equity Series
Xxxx Xxxxxx Retirement Series- 0.085% of the net assets.
Strategist Series
Xxxx Xxxxxx Retirement Series- 0.075% of the net assets.
Utilities Series
Xxxx Xxxxxx Retirement Series- 0.050% of the net assets.
Value Added Market Series
Xxxx Xxxxxx Select Dimensions
Investment Series-
American Value Portfolio 0.0625% of the net assets.
Balanced Growth Portfolio 0.065% of the net assets.
Developing Growth Portfolio 0.050% of the net assets.
Diversified Income Portfolio 0.040% of the net assets.
Dividend Growth Portfolio 0.0625% of the net assets.
Emerging Markets Portfolio 0.075% of the net assets.
Global Equity Portfolio 0.10% of the net assets.
Growth Portfolio 0.048% of the net assets.
Mid-Cap Growth Portfolio 0.075% of the net assets
Utilities Portfolio 0.065% of the net assets.
Value-Added Market Portfolio 0.050% of the net assets.
Xxxx Xxxxxx Special Value Fund 0.075% of the net assets.
Xxxx Xxxxxx Strategist Fund 0.060% of the portion of the daily net assets not
exceeding $500 million; 0.055% of the portion of
the daily net assets exceeding $500 million but not
exceeding $1 billion; 0.050% of the portion of the
daily net assets exceeding $1 billion but
B-5
not exceeding $1.5 billion; and 0.0475% of the
portion of the daily net assets exceeding $1.5
billion.
Xxxx Xxxxxx S&P 500 Index Fund 0.040% of the net assets.
Xxxx Xxxxxx Utilities Fund 0.065% of the portion of the daily net assets not
exceeding $500 million; 0.055% of the portion of
the daily net assets exceeding $500 million but not
exceeding $1 billion; 0.0525% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.050% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2.5 billion; 0.0475% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $3.5 billion; 0.045% of the portion of
the daily net assets exceeding $3.5 but not
exceeding $5 billion; and 0.0425% of the daily net
assets exceeding $5 billion.
Xxxx Xxxxxx Value-Added Market 0.050% of the portion of the daily net assets not
Series exceeding $500 million; 0.45% of the portion of the
daily net assets exceeding $500 million but not
exceeding $1 billion; and 0.0425% of the portion of
the daily net assets exceeding
$1 billion.
Xxxx Xxxxxx Variable Investment 0.075% of the net assets.
Series-Capital Appreciation
Portfolio
Xxxx Xxxxxx Variable Investment 0.065% of the net assets.
Series-Capital Growth Portfolio
Xxxx Xxxxxx Variable Investment 0.0625% of the portion of the daily net assets not
Series-Dividend Growth exceeding $500 million; and 0.050% of the portion
Portfolio of the daily net assets exceeding $500 million but
not exceeding $1 billion; and 0.0475% of the
portion of the daily net assets exceeding
$1 billion.
Xxxx Xxxxxx Variable Investment 0.050% of the net assets of the portion of the
Series-Equity Portfolio daily net assets not exceeding $1 billion; and
0.0475% of the portion of the daily net assets
exceeding $1 billion.
Xxxx Xxxxxx Variable Investment 0.060% of the net assets.
Series-European Growth
Portfolio
Xxxx Xxxxxx Variable Investment 0.075% of the net assets.
Series-Income Builder Portfolio
Xxxx Xxxxxx Variable Investment 0.050% of the net assets.
Series-Strategist Portfolio
Xxxx Xxxxxx Variable Investment 0.065% of the portion of the daily net assets
Series-Utilities Portfolio exceeding $500 million and 0.055% of the portion of
the daily net assets exceeding $500 million.
Xxxx Xxxxxx World Wide 0.055% of the portion of the daily net assets not
Investment Trust exceeding $500 million; and 0.05225% of the portion
of the daily net assets exceeding $500 million.
Xxxxxx Xxxxxxx Xxxx Xxxxxx 0.065% of the net assets.
Competitive Edge Fund,
"Best Ideas" Portfolio
B-6
MONEY MARKET FUNDS
Active Assets Trusts: 0.050% of the portion of the daily net assets not
(1) Active Assets Money Trust exceeding $500 million; 0.0425% of the portion of
(2) Active Assets Tax-Free Trust the daily net assets exceeding $500 million but not
(3) Active Assets California exceeding $750 million; 0.0375% of the portion of
Tax-Free the daily net assets exceeding $750 million but not
Trust exceeding $1 billion; 0.035% of the portion of the
(4) Active Assets Government daily net assets exceeding $1 billion but not
Securities Trust exceeding $1.5 billion; 0.0325% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.0275% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the portion of
the daily net assets exceeding $3 billion.
Xxxx Xxxxxx California Tax-Free 0.050% of the portion of the daily net assets not
Daily Income Trust exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.0325% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.0275% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the portion of
the daily net assets exceeding $3 billion.
Xxxx Xxxxxx Liquid Asset 0.050% of the portion of the daily net assets not
Fund Inc. exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.35 billion; 0.0325% of the portion of
the daily net assets exceeding $1.35 billion but
not exceeding $1.75 billion; 0.030% of the portion
of the daily net assets exceeding $1.75 billion but
not exceeding $2.15 billion; 0.0275% of the portion
of the daily net assets exceeding $2.15 billion but
not exceeding $2.5 billion; 0.025% of the portion
of the daily net assets exceeding $2.5 billion but
not exceeding $15 billion; 0.0249% of the portion
of the daily net assets exceeding $15 billion but
not exceeding $17.5 billion; and 0.0248% of the
portion of the daily net assets exceeding $17.5
billion.
Xxxx Xxxxxx New York Municipal 0.050% of the portion of the daily net assets not
Money Market Trust exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.0325% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion of the
daily net assets exceeding $2 bil-
B-7
lion but not exceeding $2.5 billion; 0.0275% of the
portion of the daily net assets exceeding $2.5
billion but not exceeding $3 billion; and 0.025% of
the portion of the daily net assets exceeding $3
billion.
Xxxx Xxxxxx Retirement Series- 0.050% of the net assets.
Liquid Asset Series
Xxxx Xxxxxx Retirement Series- 0.050% of the net assets.
U.S. Government Money
Market Series
Xxxx Xxxxxx Select Dimensions 0.050% of the net assets.
Investment Series-
Money Market Portfolio
Xxxx Xxxxxx Tax-Free Daily 0.050% of the portion of the daily net assets not
Income Trust exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.0325% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.0275% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the portion of
the daily net assets exceeding $3 billion.
Xxxx Xxxxxx U.S. Government 0.050% of the portion of the daily net assets not
Money Market Trust exceeding $500 million; 0.0425% of the portion of
the daily net assets exceeding $500 million but not
exceeding $750 million; 0.0375% of the portion of
the daily net assets exceeding $750 million but not
exceeding $1 billion; 0.035% of the portion of the
daily net assets exceeding $1 billion but not
exceeding $1.5 billion; 0.0325% of the portion of
the daily net assets exceeding $1.5 billion but not
exceeding $2 billion; 0.030% of the portion of the
daily net assets exceeding $2 billion but not
exceeding $2.5 billion; 0.0275% of the portion of
the daily net assets exceeding $2.5 billion but not
exceeding $3 billion; and 0.025% of the portion of
the daily net assets exceeding $3 billion.
Xxxx Xxxxxx Variable Investment 0.050% of the net assets.
Series-Money Market Portfolio
Monthly compensation calculated weekly by applying the following annual
rates to the weekly net assets.
CLOSED-END FUNDS
----------------
Xxxx Xxxxxx Government Income 0.060% of the average weekly net assets.
Trust
High Income Advantage Trust 0.075% of the portion of the average weekly net
assets not exceeding $250 million; 0.060% of the
portion of average weekly net assets exceeding $250
million and not exceeding $500 million; 0.050% of
the portion of average weekly net
B-8
assets exceeding $500 million and not exceeding
$750 million; 0.040% of the portion of average
weekly net assets exceeding $750 million and not
exceeding $1 billion; and 0.030% of the portion of
average weekly net assets exceeding $1 billion.
High Income Advantage Trust II 0.075% of the portion of the average weekly net
assets not exceeding $250 million; 0.060% of the
portion of average weekly net assets exceeding $250
million and not exceeding $500 million; 0.050% of
the portion of average weekly net assets exceeding
$500 million and not exceeding $750 million; 0.040%
of the portion of average weekly net assets
exceeding $750 million and not exceeding $1
billion; and 0.030% of the portion of average
weekly net assets exceeding $1 billion.
High Income Advantage Trust III 0.075% of the portion of the average weekly net
assets not exceeding $250 million; 0.060% of the
portion of average weekly net assets exceeding $250
million and not exceeding $500 million; 0.050% of
the portion of average weekly net assets exceeding
$500 million and not exceeding $750 million; 0.040%
of the portion of the average weekly net assets
exceeding $750 million and not exceeding $1
billion; and 0.030% of the portion of average
weekly net assets exceeding $1 billion.
InterCapital Income Securities 0.050% of the average weekly net assets.
Inc.
InterCapital Insured Municipal 0.035% of the average weekly net assets.
Bond Trust
InterCapital Insured Municipal 0.035% of the average weekly net assets.
Trust
InterCapital Insured Municipal 0.035% of the average weekly net assets.
Income Trust
InterCapital California Insured 0.035% of the average weekly net assets.
Municipal Income Trust
InterCapital Quality Municipal 0.035% of the average weekly net assets.
Investment Trust
InterCapital New York Quality 0.035% of the average weekly net assets.
Municipal Securities
InterCapital Quality Municipal 0.035% of the average weekly net assets.
Income Trust
InterCapital Quality Municipal 0.035% of the average weekly net assets.
Securities
InterCapital California Quality 0.035% of the average weekly net assets.
Municipal Securities
InterCapital Insured Municipal 0.035% of the average weekly net assets.
Securities
InterCapital Insured California 0.035% of the average weekly net assets.
Municipal Securities
B-9
XXXX XXXXXX INTERCAPITAL INC.
Xxx Xxxxx Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
February 6, 1998
Xxxx Xxxxxx Services Company Inc.
Xxx Xxxxx Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Re: XXXXXX XXXXXXX XXXX XXXXXX MID-CAP DIVIDEND GROWTH SECURITIES
Dear Sirs:
Please be advised that, having entered into an Investment Management
Agreement with the Fund, we wish to retain you to perform administrative
services in respect of the Fund under our Services Agreement with you, dated
April 17, 1995 (attached hereto). It is agreed that no compensation will be paid
by the Fund for such services.
Your Execution of this letter, where indicated, shall constitute
notification to us of your willingness to render administrative services in
respect to the Fund under the attached Services Agreement, in consideration of
the above-stated compensation.
Very Truly Yours,
XXXX XXXXXX INTERCAPITAL INC.
By:
-------------------------------
ACCEPTED: XXXX XXXXXX SERVICES COMPANY INC.
By:
----------------------------------------
