SCHEDULE A
XXXXX FARGO MASTER TRUST
INVESTMENT SUB-ADVISORY AGREEMENT
FEE AGREEMENT
This fee agreement is made as of the 13th day of November, 2003, by and
between Xxxxx Fargo Funds Management, LLC (the "Adviser") and Xxxxx Asset
Management Group, L.P. (the "Sub-Adviser") and
WHEREAS, the parties and Xxxxx Fargo Master Trust (the "Trust") have
entered into an Investment Sub-Advisory Agreement ("Sub-Advisory Agreement")
whereby the Sub-Adviser provides investment management advice to each series of
the Trust as listed in Appendix A to the Sub-Advisory Agreement (each a "Fund"
and collectively the "Funds").
WHEREAS, the Sub-Advisory Agreement provides that the fees to be paid
to the Sub-Adviser are to be as agreed upon in writing by the parties.
NOW THEREFORE, the parties agree that the fees to be paid to the
Sub-Adviser under the Sub-Advisory Agreement shall be calculated as follows on a
monthly basis by applying annual rate of percentage of the assets of the Funds
listed in Appendix A.
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APPENDIX A TO SCHEDULE A
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NAME OF FUND BREAKPOINTS SUB-ADVISORY RATE
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Disciplined Growth Portfolio 0-200M 0.30
200-500M 0.20
Greater than 500M 0.15
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XXXXX FARGO FUNDS MANAGEMENT, LLC
By:
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Xxxxxx Xxxx
Senior Vice President
XXXXX ASSET MANAGEMENT GROUP, L.P.
By:
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Xxxxxxx X. Xxxxx
Principal
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