Exhibit 23(h)(x) under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
May 6, 2003
BBH Fund, Inc.
BBH Trust
BBH Common Settlement Fund II, Inc.
(collectively, the Funds)
00 Xxxxx Xxxxxx
Xxxxxx, XX 00000
Dear Ladies and Gentlemen:
Brown Brothers Xxxxxxxx Trust Company, LLC, on behalf of itself and its
affiliates ("BBH"), hereby agrees to waive its fees, and/or make
reimbursements to certain portfolios of the Funds, so that each portfolio's
operating expenses (excluding interest, taxes, brokerage commissions, and
extraordinary expenses of the portfolio) do not exceed, in the aggregate, the
rate per annum of the portfolio's average daily net assets specified with
respect to that portfolio as set forth below ("Expense Limitation"):
Portfolio Expense Limitation
BBH Tax-Exempt Money Fund 0.65%
BBH Broad Market Fixed Income Fund
Class N Shares 0.55%
Class I Shares 0.40%
BBH Tax-Efficient Equity Fund
Class N Shares 1.20%
Class I Shares 0.95%
BBH International Equity Fund
Class I Shares 1.10%
Class N Shares 1.35%
BBH Common Settlement Fund II, Inc. 0.18%
BBH agrees that this obligation shall constitute a contractual commitment
enforceable by the Funds and that BBH shall not assert any right to
reimbursement of amounts so waived or reimbursed.
The Funds agree to furnish or otherwise make available to you such copies of
its financial statements, reports, and other information relating to its
business and affairs as you may, at any time or from time to time, reasonably
request in connection with this agreement.
BBH understands that it shall look only to the assets of the relevant
portfolio for performance of this agreement as it relates to that portfolio
and for payment of any claim it may have hereunder relating to that
portfolio, and neither any other portfolio, nor any of the Funds' trustees,
directors, officers, employees, agents, or shareholders, whether past,
present or future shall be personally liable therefor.
This agreement is effective as of June 1, 2003, and it will terminate with
respect to any portfolio upon the earlier of (1) the termination with respect
to such portfolio of the Amended and Restated Administration Agreements
between the Funds and BBH, each dated November 1, 1993 and amended and
restated on January 1, 2001 and August 6, 2002; or (2) December 31, 2004.
This agreement was approved by the Trustees/Directors of the Funds at their
meeting on May 6, 2003.
This agreement is made and to be performed principally in the State of New
York and except insofar as the Investment Company Act of 1940, as amended
("1940 Act"), or other federal laws and regulations may be controlling, this
agreement shall be governed by, and construed and enforced in accordance
with, the internal laws of the State of New York. Any amendment to this
agreement shall be in writing signed by the parties hereto. This agreement
supercedes all previous agreements concerning the same subject matter.
If you are in agreement with the foregoing, please sign the form of
acceptance on the enclosed counterpart hereof and return to us.
Very truly yours,
BROWN BROTHERS XXXXXXXX TRUST COMPANY, LLC
By: /s/ Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title: Senior Vice President
The foregoing agreement is hereby accepted
as of May 6, 2003
BBH FUND, INC.
BBH TRUST
BBH COMMON SETTLEMENT FUND II, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx Xxxxxxx
Title: Vice President
