JOHN HANCOCK FUNDS III AMENDMENT TO ADVISORY AGREEMENT
XXXX XXXXXXX FUNDS III
AMENDMENT TO ADVISORY AGREEMENT
AMENDMENT made this 1st day of June 2010 to the Advisory Agreement dated July 1, 2009 (the “Agreement”), between Xxxx Xxxxxxx Funds III, a Massachusetts business trust (the “Trust”), and Xxxx Xxxxxxx Investment Management Services, LLC, a Delaware limited liability company. In consideration of the mutual covenants contained herein, the parties agree as follows:
1. CHANGE IN APPENDIX A
Appendix A of the Agreement, which relates to Section 4 of the Agreement, “Compensation of Adviser,” is hereby amended and restated to add the following series of the Trust, as shown in Appendix A hereto:
Xxxx Xxxxxxx Disciplined Value Mid Cap Fund
And, is hereby amended and restated to remove the aggregation of net assets with the following Xxxx Xxxxxxx Trust series:
Xxxx Xxxxxxx Growth Opportunities Trust
Xxxx Xxxxxxx International Growth Trust
Xxxx Xxxxxxx Value Opportunities Trust
2. EFFECTIVE DATE
This Amendment shall become effective as of date first mentioned above.
3. DEFINED TERMS
Unless otherwise defined herein, capitalized terms used herein have the meanings specified in or pursuant to the Agreement.
4. OTHER TERMS OF THE AGREEMENT
Except as specifically amended hereby, all of the terms and conditions of the Agreement shall continue to be in full force and effect and shall be binding upon the parties in accordance with their respective terms.
XXXX XXXXXXX FUNDS III,
on behalf of its series listed in Appendix A to this Amendment
By: /s/ Xxxxx X. Xxxxxxxxx
Xxxxx X. Xxxxxxxxx
President and Chief Executive Officer
XXXX XXXXXXX INVESTMENT MANAGEMENT SERVICES, LLC
By: /s/ Xxxxx Xxxxx
Xxxxx Xxxxx
Executive Vice President and Chief Investment Officer
APPENDIX A
Fund |
First $2.5 billion of Net Assets |
Next $2.5 billion of Net Assets |
Excess over $5 billion of Net Assets |
Xxxx Xxxxxxx Classic Value Mega Cap Fund |
0.790% |
0.780% |
0.770% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Next $500 million of Net Assets |
Next $1 billion of Net Assets |
Excess over $2.5 billion of Net Assets |
Xxxx Xxxxxxx Disciplined Value Fund |
0.750% |
0.725% |
0.700% |
0.675% |
0.650% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Next $500 million of Net Assets |
Next $1 billion of Net Assets |
Excess over $2.5 billion of Net Assets |
Xxxx Xxxxxxx Disciplined Value Mid Cap Fund |
0.800% |
0.775% |
0.750% |
0.725% |
0.700% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Excess over $1 billion of Net Assets |
Xxxx Xxxxxxx Global Shareholder Yield Fund |
0.875% |
0.850% |
0.800% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Next $1.5 billion of Net Assets |
Excess Over $2.5 billion of Net Assets |
Xxxx Xxxxxxx Growth Opportunities Fund |
0.800% |
0.780% |
0.770% |
0.760% |
Fund |
First $100 million of Aggregate Net Assets |
Next $900 million of Aggregate Net Assets |
Next $1 billion of Aggregate Net Assets |
Next $1 billion of Aggregate Net Assets |
Next $1 billion of Aggregate Net Assets |
Excess over $4 billion of Aggregate Net Assets |
Xxxx Xxxxxxx International Core Fund1 |
0.920% |
0.895% |
0.880% |
0.850% |
0.825% |
0.800% |
1 For purposes of determining Aggregate Net Assets, the net assets of: the International Core Fund, a series of Xxxx Xxxxxxx Funds III and the International Core Trust, a series of Xxxx Xxxxxxx Trust, are included.
Fund |
First $100 million of Net Assets |
Next $900 million of Net Assets |
Next $1 billion of Net Assets |
Next $1 billion of Net Assets |
Next $1 billion of Net Assets |
Excess over $4 billion of Net Assets |
Xxxx Xxxxxxx International Growth Fund |
0.920% |
0.895% |
0.880% |
0.850% |
0.825% |
0.800% |
A-1
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Over $1 billion of Net Assets |
Xxxx Xxxxxxx Leveraged Companies Fund |
0.750% |
0.725% |
0.700% |
Fund |
First $3 billion of Aggregate Net Assets |
Next $3 billion of Aggregate Net Assets |
Over $6 billion of Aggregate Net Assets |
Xxxx Xxxxxxx Xxxxxxx Growth Fund1 |
0.750% |
0.725% |
0.700% |
1 For purposes of determining Aggregate Net Assets, the net assets of the Growth Equity Trust, a series of Xxxx Xxxxxxx Trust, and the Xxxx Xxxxxxx Xxxxxxx Growth Fund, a series of Xxxx Xxxxxxx Funds III are included.
Fund |
First $1 billion of Net Assets |
Over $1 billion of Net Assets |
Xxxx Xxxxxxx Small Cap Opportunities Fund |
0.900% |
0.850% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Excess over $1 billion of Net Assets |
Xxxx Xxxxxxx Small Company Fund |
0.900% |
0.850% |
0.800% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Next $1 billion of Net Assets |
Next $1 billion of Net Assets |
Excess over $3 billion of Net Assets |
Xxxx Xxxxxxx U.S. Core Fund |
0.780% |
0.760% |
0.750% |
0.740% |
0.720% |
Fund |
First $500 million of Net Assets |
Next $500 million of Net Assets |
Next $1.5 billion of Net Assets |
Excess Over $2.5 billion of Net Assets |
Xxxx Xxxxxxx Value Opportunities Fund |
0.800% |
0.780% |
0.770% |
0.760% |
A-2
Xxxx Xxxxxxx International Allocation Portfolio
(the “Fund”)
The Trust will pay the Adviser, as full compensation for all services provided under this Agreement with respect to the Fund, a fee as follows (the “Adviser Fee”).
The Adviser Fee has two components: (a) a fee on assets invested in funds of Xxxx Xxxxxxx Funds II and Xxxx Xxxxxxx Funds III (“Fund Assets”) and (b) a fee on assets not invested in Fund Assets (“Other Assets”).
The fee on Fund Assets is stated as an annual percentage of the current value of the net assets of the Fund determined in accordance with the following schedule and that rate is applied to the Fund Assets of the Fund.
Fee Table for Fund Assets
|
First $500 million of Net Assets |
Excess over $500 million of Net Assets |
|
0.050% |
0.040% |
The fee on Other Assets is stated as an annual percentage of the current value of the net assets of the Fund determined in accordance with the following schedule and that rate is applied to the Other Assets of the Fund.
Fee Table for Other Assets
|
First $500 million of Net Assets |
Excess over $500 million of Net Assets |
|
0.500% |
0.490% |
For purposes of determining Net Assets of the Fund and calculating the fee on Fund Assets and the fee on Other Assets, the net assets of the Fund, the net assets of the Fund invested in Funds Assets and the net assets of the Fund invested in Other Assets are determined as of the close of business on the previous business day of the Trust.
The fee on Fund Assets for the Fund shall be based on the applicable annual Fund Assets fee rate for the Fund which for each day shall be equal to (i) the sum of the amounts determined by applying the annual percentage rates in the Fee Table for Funds Assets to the applicable portion of Net Assets of Fund divided by (ii) Net Assets of Fund (the “Applicable Annual Affiliated Funds Fee Rate”).
The fee on Other Assets for the Fund shall be based on the applicable annual Other Assets fee rate for the Fund which for each day shall be equal to (i) the sum of the amounts determined by applying the annual percentage rates in the Fee Table for Other Assets to the applicable portions of Net Assets of the Fund divided by (ii) Net Assets of the Fund (the “Applicable Annual Other Assets Fee Rate”).
A-3