EXHIBIT 99.(h)(6)
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EXPENSE LIMITATION AGREEMENT
This EXPENSE LIMITATION AGREEMENT (the "Agreement") is between Massachusetts
Mutual Life Insurance Company, a Massachusetts corporation (the "Manager"), and
The DLB Fund Group, a Massachusetts business trust (the "Trust"), effective as
of the thirteenth day of October, 2004.
WHEREAS, the Trust is an open-end diversified management investment company
registered as such with the Securities and Exchange Commission pursuant to the
Investment Company Act of 1940, as amended;
WHEREAS, DLB Enhanced Index Value Fund II (the "Fund") is a series of the Trust;
WHEREAS, the Manager is an investment adviser registered with the Commission as
such under the Investment Advisers Act of 1940, as amended; and
WHEREAS, the Trust has appointed the Manager as its investment manager for the
Fund and the Manager has agreed to act in such capacity upon the terms set forth
in the relevant Investment Management Agreement;
NOW THEREFORE, the Trust and the Manager hereby agree as follows:
1. Expense Limitation
The Manager agrees to cap the fees and expenses of the DLB Enhanced Index Value
Fund II at the amounts listed below through February 28, 2006.
Class Expense Cap
N..................................................1.40%
A..................................................1.09%
L..................................................0.84%
Y..................................................0.69%
S..................................................0.59%
This Agreement cannot be terminated unilaterally by the Manager.
IN WITNESS WHEREOF, the Trust and the Manager have caused this Agreement to be
executed on the 12th day of October 2004.
MASSACHUSETTS MUTUAL LIFE
INSURANCE COMPANY
By: _________________________________
Xxxxx X. Xxxxxxx, Vice President and Actuary
THE DLB FUND GROUP
on behalf of DLB FIXED INCOME FUND
By: ________________________
Xxxxx X.XxXxxxxxxx, President
