Common use of COMPENSATION OF MANAGEMENT COMPANY Clause in Contracts

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% of the average daily closing value of the net assets of each Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987)

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee computed on a daily basis equal to .5 of 1% .75 percent of the average daily closing value of the net assets of each Series A, Series B, Series E, Series H, Series J, Series K, Series P, Series S, Series V, and Series Y of the Fund computed on a Fund, .50 percent of the average daily basisclosing value of the net assets of Series C of the Fund, 1.00 percent of the average daily closing value of the net assets of Series D, Series M, Series N, Series O and Series X of the Fund, and 1.10 percent of the average daily closing value of the net assets of Series I of the Fund. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within the meaning of this paragraph (b). (c) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund identified below, exclusive of interest, taxes, extraordinary expenses (such as litigation), and brokerage fees and commissions, but inclusive of the Management Company's compensation, exceeds the amount set forth below (the "Expense Cap"), the Management Company will contribute to such Series such funds or waive such portion of its fee, adjusted monthly, as may be required to insure that the total annual expenses of the Series will not exceed the Expense Cap. (Amended March 27If this Agreement shall be effective for only a portion of a Series' fiscal year, 1987)then the maximum annual expenses shall be prorated for such portion. EXPENSE CAP Series H - 1.75% Series I - 2.25% Series Y - 1.75%

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the years this Agreement agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 0.5 of 1% of the average daily closing value of the net assets of each the Initial Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such the Initial Series shall be computed in the same manner at the end on each business day as of the business day normal close of the New York Stock Exchange as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares of the Initial Series as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years during the term of this Agreement remains in forceAgreement, the Management Company agrees guarantees that if total the aggregate annual expenses of each Series of the Fundevery character, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, incurred by the Series shall not exceed any expense limitation imposed by state securities law or regulation in any state in which shares an amount equal to one percent of the Fund are then qualified average net assets of the Series for salethe year, as such regulations may net assets to be amended from time to time, the calculated on a daily basis. The Management Company will agrees, on a monthly basis, to contribute to such Series the Fund such funds or to waive such portion of its fee, adjusted monthly, fee as may be requisite necessary to insure that such aggregate annual expenses will not exceed any such limitationsaid amount. If this contract Agreement shall be effective for only a portion of one of the Series' Fund's fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series the Fund shall not be deemed to be expenses within the meaning of this paragraph Paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each High Yield Series; 0.35 percent of the average daily net assets of Diversified Income Series and the Capital Preservation Series; and 0.80 percent of the average daily net assets of Income Opportunity Series of $200 million or less, plus 0.70 percent of the Fund average daily net assets of Income Opportunity Series of more than $200 million, computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class B and Class C Distribution Plans, but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% .60 percent of the average daily closing value of the net assets of each High Yield Series of the Fund Fund, and .50 percent of the average daily closing value of the net assets of Corporate Bond Series, Limited Maturity Bond Series, and U.S. Government Series of the Fund, computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class B Distribution Plan, but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund Series shall pay the Management Company an annual fee computed on a daily basis equal to .5 of 1% 0.50 percent of the average daily closing value of the net assets of each Series C of the Fund computed on a Fund, 0.65 percent of the average daily basisclosing value of the net assets of Series B of the Fund, 0.70 percent of the average daily closing value of the net assets of Series O, 0.75 percent of the average daily closing value of the net assets of Series A, Series E, Series H, Series J, Series P, Series V, and Series Y of the Fund, 1.00 percent of the average daily closing value of the net assets of Series D, Series N, Series Q, and Series X and 1.25 percent of the average daily closing value of the net assets of Series Z of the Fund. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within the meaning of this paragraph (b). (c) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund identified below, exclusive of interest, taxes, extraordinary expenses (such as litigation), and brokerage fees and commissions, but inclusive of the Management Company's compensation, exceeds the amount set forth below (the "Expense Cap"), the Management Company will contribute to such Series such funds or waive such portion of its fee, adjusted monthly, as may be required to insure that the total annual expenses of the Series will not exceed the Expense Cap. (Amended March 27If this Agreement shall be effective for only a portion of a Series' fiscal year, 1987)then the maximum annual expenses shall be prorated for such portion. EXPENSE CAP Series H - 1.75% Series Y - 1.75%

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each High Yield Series and 0.50 percent of the Fund computed on a average daily basisnet assets of Intermediate Bond Series. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's ’s compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's ’s shares as described in the Fund's ’s prospectus. (b) For each of the Fund's ’s full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund’s Class B and Class C Distribution Plans, but inclusive of the Management Company's ’s compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' ’ fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each Series High Yield Series; 0.50 percent of the Fund computed on a average daily basisnet assets of Diversified Income Series; and 0.35 of the average daily net assets of the Capital Preservation Series. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class B and Class C Distribution Plans, but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% .60 percent of the average daily closing value of the net assets of each High Yield Series of the Fund Fund, and .35 percent of the average daily closing value of the net assets of Diversified Income Series of the Fund, computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class B, Class C, and Class S Distribution Plans, but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the Fund's fiscal years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% percent of the average daily closing value of the net assets of each Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a yearyear in which a fee is owed for any Series, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such the Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares of the Fund as described in the Fund's prospectusProspectus and Statement of Additional Information. The net asset value of each Series shall be included in and comprise a part of the net assets of the Fund for purposes of determining said fee under this Section. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each High Yield Series; 0.35 percent of the average daily net assets of Diversified Income Series; and 0.80 percent of the average daily net assets of Income Opportunity Series of $200 million or less, plus 0.70 percent of the Fund average daily net assets of Income Opportunity Series of more than $200 million, computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class B and Class C Distribution Plans, but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund Series shall pay the Management Company an annual fee computed on a daily basis equal to .5 of 1% 1.25 percent of the average daily closing value of the net assets of each Series of the Fund computed on a daily basisSeries. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's ’s compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such the Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's Trust’s shares as described in the Fund's Trust’s prospectus. (b) For each of the Fund's Trust’s full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each the Series of the FundTrust, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's ’s compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund Trust are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such the Series such funds or to waive such portion of its fee, adjusted monthly, as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract shall be effective for only a portion of one of the Series' ’ fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a the Series shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the years this Agreement agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 0.5 of 1% of the average daily closing value of the net assets of each the Initial Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such the Initial Series shall be computed in the same manner at the end on each business day as of the business day normal close of the New York Stock Exchange as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares of the Initial Series as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years during the term of this Agreement remains in forceAgreement, the Management Company agrees guarantees that if total the aggregate annual expenses of each Series of the Fundevery character, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund's Class A and Class B Distribution Plans, but inclusive of the Management Company's compensation, incurred by the Fund shall not exceed any expense limitation imposed by state securities law or regulation in any state in which shares an amount equal to one percent of the average net assets of the Fund are then qualified for salethe year, as such regulations may net assets to be amended from time to time, the calculated on a daily basis. The Management Company will agrees, on a monthly basis, to contribute to such Series the Fund such funds or to waive such portion of its fee, adjusted monthly, fee as may be requisite necessary to insure that such aggregate annual expenses will not exceed any such limitationsaid amount. If this contract Agreement shall be effective for only a portion of one of the Series' Fund's fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series the Fund shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each High Yield Series and 0.50 percent of the Fund computed on a average daily basisnet assets of Intermediate Bond Series and the Municipal Income Series. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's ’s compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's ’s shares as described in the Fund's ’s prospectus. (b) For each of the Fund's ’s full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund’s Class B and Class C Distribution Plans, but inclusive of the Management Company's ’s compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' ’ fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each High Yield Series and 0.50 percent of the Fund computed on a average daily basis. net assets of Intermediate Bond Series.. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's ’s compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's ’s shares as described in the Fund's ’s prospectus. (b) For each of the Fund's ’s full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund’s Class B and Class C Distribution Plans, but inclusive of the Management Company's ’s compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' ’ fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee computed on a daily basis equal to .5 of 1% .75 percent of the average daily closing value of the net assets of each Series A, Series B, Series E, Series H, Series J, Series K, Series P, Series S, Series V, and Series Y of the Fund computed on a Fund, .50 percent of the average daily basisclosing value of the net assets of Series C of the Fund, 1.00 percent of the average daily closing value of the net assets of Series D, Series M, Series N, Series 0 and Series X of the Fund, and 1.10 percent of the average daily closing value of the net assets of Series I of the Fund. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years this Agreement remains in force, the Management Company agrees that if total annual expenses of each Series of the Fund, exclusive of interest and taxes and extraordinary expenses (such as litigation), but inclusive of the Management Company's compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series such funds or to waive such portion of its fee, adjusted monthly, as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract shall be effective for only a portion of one of the Series' fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided for herein, for each of the years this Agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% 0.60 percent of the average daily closing value of the net assets of each Series Guggenheim High Yield Fund and 0.50 percent of the average daily net assets of Guggenheim Investment Grade Bond Fund computed on a daily basisand the Guggenheim Municipal Income Fund. Such fee shall be adjusted and payable monthly. If this Agreement shall be effective for only a portion of a year, then the Management Company's ’s compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series Fund shall be computed in the same manner at the end of the business day as the value of such net assets is computed in connection with the determination of the net asset value of the a Fund's ’s shares as described in the Fund's ’s prospectus. (b) For each of the Fund's Funds’ full fiscal years this Agreement remains in force, the Management Company agrees that if the total annual expenses of each Series of the Fund, exclusive of interest and taxes and taxes, extraordinary expenses (such as litigation), and distribution fees paid under the Fund’s Class B and Class C Distribution Plans, but inclusive of the Management Company's ’s compensation, exceed any expense limitation imposed by state securities law or regulation in any state in which shares of the Fund are then qualified for sale, as such regulations may be amended from time to time, the Management Company will contribute to such Series Fund such funds or to waive such portion of its fee, adjusted monthly, monthly as may be requisite to insure that such annual expenses will not exceed any such limitation. If this contract Contract shall be effective for only a portion of one of the Series' Funds’ fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series Fund shall not be deemed to be expenses within with the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the years this Agreement agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% of the average daily closing value of the net assets of each Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series the Fund shall be computed in the same manner at the end on each business day as of the business day normal close of the New York Stock Exchange as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years during the term of this Agreement remains in forceagreement, the Management Company agrees guarantees that if total the aggregate annual expenses of each Series of the Fundevery character, exclusive of interest and taxes and extraordinary expenses (such as litigation), ) (but inclusive of the Management Company's compensation, ) incurred by the Fund shall not exceed any expense limitation imposed by state securities law or regulation in any state in which shares an amount equal to 1% of the Fund are then qualified for saleaverage net assets of the Fund, as such regulations may net assets to be amended from time to timecalculated on a daily basis, and the Management Company will agrees, on a monthly basis, to contribute to such Series the Fund such funds or to waive such portion of its fee, adjusted monthly, fee as may be requisite necessary to insure that such aggregate annual expenses will not exceed any such limitationsaid amount. If this contract agreement shall be effective for only a portion of one of the Series' Fund's fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series the Fund shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987).

COMPENSATION OF MANAGEMENT COMPANY. (a) As compensation for the services to be rendered by the Management Company as provided herein, for each of the years this Agreement agreement is in effect, the Fund shall pay the Management Company an annual fee equal to .5 of 1% of the average daily closing value of the net assets of each Series of the Fund computed on a daily basis. Such fee shall be adjusted and payable monthly. If this Agreement agreement shall be effective for only a portion of a year, then the Management Company's compensation for said year shall be prorated for such portion. For purposes of this Section 5, the value of the net assets of each such Series the Fund shall be computed in the same manner at the end on each business day as of the business day normal close of the New York Stock Exchange as the value of such net assets is computed in connection with the determination of the net asset value of the Fund's shares as described in the Fund's prospectus. (b) For each of the Fund's full fiscal years during the term of this Agreement remains in forceagreement, the Management Company agrees guarantees that if total the aggregate annual expenses of each Series of the Fundevery character, exclusive of interest and taxes and extraordinary expenses (such as litigation), ) (but inclusive of the Management Company's compensation, ) incurred by the Fund shall not exceed any expense limitation imposed by state securities law or regulation in any state in which shares an amount equal to 1% of the Fund are then qualified for saleaverage net assets of the Fund, as such regulations may net assets to be amended from time to timecalculated on a daily basis, and the Management Company will agrees, on a monthly basis, to contribute to such Series the Fund such funds or to waive such portion of its fee, adjusted monthly, fee as may be requisite necessary to insure that such aggregate annual expenses will not exceed any such limitationsaid amount. If this contract agreement shall be effective for only a portion of one of the Series' Fund's fiscal years, then the maximum annual expenses shall be prorated for such portion. Brokerage fees and commissions incurred in connection with the purchase or sale of any securities by a Series the Fund shall not be deemed to be expenses within the meaning of this paragraph (b)". (Amended March 27, 1987).