JPMorgan Insurance Trust
___________, 2008
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Columbus 43240
Dear Sirs:
▇.▇. ▇▇▇▇▇▇ Investment Management Inc. and JPMorgan Funds Management, Inc. (collectively, “JPMorgan Service Providers”) hereby agree to waive fees owed to each JPMorgan Service Provider or to reimburse Portfolio expenses to the extent necessary to limit the total operating expenses for each Portfolio listed on Schedule A. The JPMorgan Service Providers will waive fees or reimburse expenses to the extent total operating expenses exceed the rate of average daily net assets indicated on Schedule A. This expense limitation does not include acquired fund fees and expenses, dividend expenses on securities sold short, interest, taxes, extraordinary expenses and expenses related to the JPMorgan Funds’ Board of Trustees deferred compensation plan.
The JPMorgan Service Providers understand and intend that the Portfolios will rely on this agreement in preparing and filing their registration statements on Form N-1A and in accruing the Portfolios’ expenses for purposes of calculating net asset value and for other purposes, and expressly permit the Portfolios to do so.
Please acknowledge acceptance on the enclosed copy of this letter.
Very truly yours,
▇.▇. ▇▇▇▇▇▇ Investment Management Inc.
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By:
JPMorgan Funds Management, Inc.
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By:
Accepted by:
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By:
SCHEDULE A
Fund Name | Fiscal Year End | Effective Expense Cap on Total Operating Expenses | Expense Cap Period End |
JPMorgan Insurance Trust International Equity Portfolio – Class 1 | December 31 | 1.03% | April 30, 2010 |
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JPMorgan Insurance Trust Small Cap Equity Portfolio – Class 1 | December 31 | 1.03% | April 30, 2010 |