Exhibit 22(h)(3)
CENTURY CAPITAL MANAGEMENT, LLC
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
December 22, 2004
Board of Trustees
Century Capital Management Trust
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Re: Fee Waiver and Expense Reimbursement Agreement
Dear Gentlemen:
Century Capital Management, LLC hereby confirms our agreement with you as
follows:
(1) Pursuant to an Investment Advisory and Management Services
Agreement dated as of January 29, 2004 (the "Advisory Agreement"),
you have employed us to manage the investment and reinvestment of
the assets of Century Small Cap Select Fund (the "Fund"), an
authorized series of Century Capital Management Trust.
(2) We hereby agree that, notwithstanding any provision to the
contrary contained in the Advisory Agreement, we shall limit, by
waiver of the fees payable to us pursuant to the Advisory
Agreement or by reimbursement, the aggregate expenses of every
character incurred by you, excluding brokerage commissions, taxes,
interest and litigation, indemnification and other extraordinary
expenses (the "Limitation"). Under the Limitation, we agree that,
through February 28, 2006, such expenses shall not exceed a
percentage of your average daily net assets equal to, on an
annualized basis, 1.80% in the case of the Investor Shares of the
Fund and 1.45% in the case of the Institutional Shares of the
Fund.
Very truly yours,
CENTURY CAPITAL MANAGEMENT, LLC
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
-------------------------------------------
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
Title: Managing Director