EX-99.(H)(86) 88 d68235exv99wxhyx86y.txt FORM OF LETTER AGREEMENT REGARDING JANUS SERVICES LLC AMENDED AND RESTATED TRANSFER AGENCY AGREEMENT Exhibit (h)(86) Form of July 6, 2009 Mr. Gregory A. Frost Janus Services LLC 151 Detroit Street Denver, Colorado 80206 Dear Mr. Frost: Attached are revised Appendices A and B to the Amended and Restated Transfer Agency Agreement dated June 18, 2002, as may be further amended from time to time (the "Agreement"), between Janus Investment Fund (the "Trust") and Janus Services LLC ("Janus Services"). The purpose of the revision is to add 10 new series (1) INTECH Risk-Managed Growth Fund, (2) INTECH Risk-Managed International Fund, (3) INTECH Risk-Managed Value Fund, (4) Janus Forty Fund, (5) Janus Global Real Estate Fund, (6) Janus International Equity Fund, (7) Janus International Forty Fund, (8) Janus Long/Short Fund, (9) Janus Modular Portfolio Construction Fund and (10) Perkins Large Cap Value Fund, as additional portfolios of the Trust effective on or about July 6, 2009. Appendix B has also been amended to delete the annual per account charge and to add or update the various share classes available, but not necessarily currently offered by each existing or new series, under the Trust. Pursuant to Section 9 of the Agreement, the Trust hereby requests that Janus Services acknowledge its acceptance of the terms contained in the revised Appendices. Please indicate your acceptance of the foregoing by executing two copies of this letter, returning one copy to the Trust and retaining one copy for your records. JANUS INVESTMENT FUND By: --------------------------------- Stephanie Grauerholz-Lofton Vice President, Chief Legal Counsel and Secretary JANUS SERVICES LLC By: --------------------------------- Gregory A. Frost Executive Vice President and Chief Financial Officer Agreed to this 6th day of July, 2009. Revised effective as of July 6, 2009 APPENDIX A INTECH Risk-Managed Core Fund INTECH Risk-Managed Growth Fund INTECH Risk-Managed International Fund INTECH Risk-Managed Value Fund Janus Balanced Fund Janus Contrarian Fund Janus Enterprise Fund Janus Flexible Bond Fund Janus Forty Fund Janus Fund Janus Global Life Sciences Fund Janus Global Opportunities Fund Janus Global Real Estate Fund Janus Global Research Fund Janus Global Technology Fund Janus Government Money Market Fund Janus Growth and Income Fund Janus High-Yield Fund Janus International Equity Fund Janus International Forty Fund Janus Long/Short Fund Janus Modular Portfolio Construction Fund Janus Money Market Fund Janus Orion Fund Janus Overseas Fund Janus Research Core Fund Janus Research Fund Janus Short-Term Bond Fund Janus Smart Portfolio- Conservative Janus Smart Portfolio- Moderate Janus Smart Portfolio- Growth Janus Triton Fund Janus Twenty Fund Janus Venture Fund Janus Worldwide Fund Perkins Large Cap Value Fund Perkins Mid Cap Value Fund Perkins Small Cap Value Fund Revised effective as of July 6, 2009 APPENDIX B I. NON-MONEY MARKET PORTFOLIOS (a) Each class of Shares of the Trust shall pay Janus Services LLC ("Janus Services") reasonable out-of-pocket expenses incurred in connection with any services performed directly by Janus Services as transfer agent. For Class A Shares, Class I Shares, and Class C Shares, administrative fees charged by broker/dealers, insurance companies, banks, trust companies, investment advisers, third party administrators and other financial intermediaries (collectively, "Intermediaries"), including those fees in connection with processing transactions through the National Securities Clearing Corporation ("NSCC"), similar processing channel, or manually traded may be included in such out-of-pocket expenses. (b) Class J Shares and Class L Shares: For transfer agency services provided directly by Janus Services, Class J Shares and Class L Shares of the Trust shall each pay Janus Services a fee, calculated and payable for each day that this Agreement is in effect, of 1/365 of 0.12% of the daily closing net asset value of each of the Class J Shares and Class L Shares of each portfolio on assets sold directly to shareholders. To reimburse Janus Services for its costs in engaging Intermediaries, each of the Class J Shares and Class L Shares of the Trust shall reimburse Janus Services in the amount of 1/365 of 0.25% of the daily closing net asset value of Class J Shares and Class L Shares of each portfolio on assets sold through Intermediaries. (c) Class R Shares and Class S Shares: Janus Services may receive from each of the Class R Shares and Class S Shares of the Trust a fee at an annual rate of up to 0.25% of the average daily net assets of each of the Class R Shares and Class S Shares of the Trust to compensate Janus Services for providing, or arranging for the provision of recordkeeping, subaccounting and administrative services to retirement or pension plan participants or other underlying investors investing in Class R Shares or Class S Shares, respectively, through intermediary channels. (d) Class T Shares: To reimburse Janus Services for its costs in engaging Intermediaries, Class T Shares of the Trust shall pay Janus Services in the amount of 1/365 of 0.25% of the daily closing net asset value of Class T Shares. All fees in (b) through (d) above shall be subject to a reduction as set forth in Section 5.c. of this Agreement. II. MONEY MARKET PORTFOLIOS Notwithstanding the above, however, Janus Services agrees that it shall not look to the Funds or the Trust for compensation for its services provided under this Agreement to Janus Money Market Fund or Janus Government Money Market Fund (together, the "Money Funds"). Janus Services shall be compensated for its services to the Money Funds entirely by Janus Capital Management LLC ("Janus Capital"), the administrator to the Money Funds, pursuant to an Administration Agreement between Janus Capital and each of the Money Funds.