INVESTMENT MANAGEMENT SERVICES AGREEMENT
The Agreement made this 17th day of December, 1991, by and
between the COLLEGE RETIREMENT EQUITIES FUND ("CREF"), a New York nonprofit
membership corporation, and TIAA-CREF INVESTMENT MANAGEMENT, INC.
("Management"), a Delaware nonprofit corporation;
WITNESSETH:
WHEREAS, CREF is a nonprofit corporation which issues variable
annuity certificates (the "Certificates") designed for use under retirement and
tax-deferred annuity plans adopted by nonproprietary and nonprofit education or
research institutions that are tax exempt or which are publicly supported; and
WHEREAS, CREF is registered as an open-end management
investment company under the Investment Company Act of 1940 ("1940 Act"), and
currently consists of four investment portfolios (the "Accounts"): the Stock
Account, the Money Market Account, the Bond Market Account, and the Social
Choice Account, and may consist of additional investment portfolios in the
future; and
WHEREAS, Management is registered as an investment adviser
under the Investment Advisers Act of 1940 ("Advisers Act");
NOW, THEREFORE, in consideration of the mutual covenants
herein contained, it is agreed as follows:
1. INVESTMENT MANAGEMENT SERVICES
Management shall furnish investment research and advice to
CREF and shall manage the investment and reinvestment of the assets of the
Accounts currently offered by CREF, the assets of
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Accounts added to CREF in the future, if any, and participate in all matters
incidental thereto, all subject to the supervision, direction and control of the
Board of Trustees of CREF ("Trustees") and the Finance Committee thereof.
Hereinafter, the terms "Trustees" shall be deemed to refer to the Trustees or
any committees established by the Trustees and designated thereby for the
purpose or activities described. Pursuant to this Agreement, Management is
authorized to act on behalf of CREF and enter into arrangements in connection
with the management of CREF's assets.
2. LIMITATIONS ON INVESTMENT MANAGEMENT SERVICES Management
shall perform the services under this Agreement subject to the
supervision and review of the Trustees and in a manner consistent with the
following: (a) the objectives, policies, and restrictions of each Account as
stated in CREF's then current Registration Statements; (b) the provisions of
the 1940 Act; (c) state insurance and securities laws, as applicable; and
(d) the provisions of the Charter, Constitution, and By-Laws of CREF.
3. DUTIES OF INVESTMENT MANAGER In carrying out its
obligations to manage the investment
and reinvestment of the assets of CREF, Management shall, as appropriate and
consistent with the limitations set forth in Paragraph 2 hereof:
(a) provide research, make recommendations, and place
orders for the purchase and sale of securities; and
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(b) provide portfolio accounting, custodial, and related
services for the Accounts.
4. REPORT TO THE TRUSTEES
Management shall furnish to the Trustees at least once every
quarter a statement of all purchases and sales for the Accounts made during the
period since the last report.
5. RECORDS
Management agrees to preserve for the period prescribed by the
1940 Act, the Advisers Act, and the rules and regulations thereunder, all
records Management maintains for CREF. Management agrees that all such records
shall be the property of CREF and shall be made available promptly to CREF's
accountants or auditors during regular business hours at Management's offices
upon prior written notice. In the event of termination of this Agreement for any
reason, all such records shall be returned promptly to CREF, free from any claim
or retention of rights by Management. In addition, Management will provide any
materials, reasonably related to the investment management services provided
hereunder, as may be reasonably requested in writing by CREF or as may be
required by any governmental agency having jurisdiction.
6. EXPENSES
Management shall be responsible for all expenses in connection
with furnishing investment management services to CREF, including, but not
limited to, investment advisory, portfolio accounting, custodial, and related
services.
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7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of such quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
.0003562% (corresponding to an annual rate of 0.13% of
its average daily net assets)
Money Market Account:
.0002192% (corresponding to an annual rate of 0.08% of
its average daily net assets)
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Xxxx Xxxxxx Account:
.0002740% (corresponding to an annual rate of 0.10% of
its average daily net assets)
Social Choice Account:
.0003836% (corresponding to an annual rate of 0.14% of its
average daily net assets) For purposes of this Agreement,
"Valuation Day,"
"Calendar Day," and "Valuation Period" shall each be defined as specified in
CREF's current Registration Statements.
8. PORTFOLIO TRANSACTIONS AND BROKERAGE
Management is responsible for decisions to buy and sell
securities for the Accounts as well as for selecting brokers and dealers and,
where applicable, negotiating the amount of the commission rate paid. Management
shall place brokerage orders with the objective of obtaining the best price,
execution and available data. When purchasing or selling securities traded on
the over-the-counter market, Management generally shall execute the transaction
with a broker or dealer engaged in making a market for such securities. When
Management deems the purchase or sale of a security to be in the best interest
of more than one Account, it may, consistent with its fiduciary obligations,
aggregate the securities to be sold or purchased. In that event, allocation of
the securities purchased or sold, as well as the expenses incurred in the
transaction, will be made by Management in an equitable manner.
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In negotiating commissions, consideration shall be given by
Management to the use and value of research and statistical data and to the
quality of execution provided. The valuation of such data may be judged with
reference to a particular order or, alternatively, may be judged in terms of its
value to the overall management of the Accounts.
Management shall place orders with brokers providing useful
research and statistical data services if reasonable commissions can be
negotiated for the total services furnished, even though lower commissions may
be available from brokers not providing such services. Management shall
establish guidelines for the placing of orders with brokers providing such
services. Research or services obtained by one Account may be used by Management
in managing other Accounts. In such circumstances, the expenses incurred will be
allocated by Management in an equitable manner consistent with its fiduciary
obligations to the other Accounts.
9. ACTIVITIES OF MANAGEMENT
Management and any affiliates of Management may engage in any
other business or act as investment manager of or investment adviser to any
other person, even though Management, any affiliate of Management, or any such
other person has or may have investment policies similar to those for the
Accounts, so long as Management's services under this Agreement are not
impaired. It is understood that trustees, officers, agents and members of CREF
are or may become interested in Management, as trustees, officers, agents,
-6-
members, or otherwise, and that trustees, officers, agents, and members of
Management are or may become similarly interested in CREF; and that the
existence of any such dual interest shall not affect the validity hereof or any
transaction hereunder except as otherwise provided in the Charter, Constitution,
or By-Laws of CREF and Management, respectively, or by specific provisions of
applicable law.
It is agreed that Management or its affiliates may use any
investment research obtained for the benefit of CREF in providing investment
advice to any other investment management clients or investment advisory
accounts or for use in managing its own accounts. Conversely, such supplemental
information obtained by the placement of business for Management or entities
managed or advised by Management may be considered by and may be useful to
Management in carrying out its obligations to CREF.
Nothing herein contained shall prevent Management or any
affiliate of Management from buying or selling, or from recommending or
directing any other person to buy or sell, at any time, securities of the same
kind or class recommended by Management to be purchased or sold for CREF. When
Management deems the purchase or sale of a security to be in the best interests
of CREF as well as other clients or accounts, it may, to the extent permitted by
applicable laws and regulations, but will not be obligated to, aggregate the
securities to be sold or purchased for CREF with those to be sold or purchased
for other clients or accounts in order to obtain favorable execution and low
brokerage
-7-
commissions. In that event, allocation of the securities purchased or sold, as
well as the expenses incurred in the transaction, will be made by Management in
the manner it considers to be most equitable and consistent with its fiduciary
obligations to CREF and to such other clients and accounts. CREF recognizes that
in some cases this procedure may adversely affect the size of the position
obtainable for it.
10. LIMITATION OF LIABILITY
Management shall not be liable for any error of judgment or
mistake of law, or for any loss suffered by CREF in connection with the matters
to which this Agreement relates, except loss resulting from willful misfeasance,
bad faith or gross negligence on the part of Management in the performance of
its obligations and duties or by reason of its reckless disregard of its
obligations and duties under this Agreement.
CREF shall not be liable for any error of judgment or mistake
of law, or for any loss suffered by Management in connection with the matters to
which this Agreement relates, except loss resulting from willful misfeasance,
bad faith or gross negligence on the part of CREF in the performance of its
obligations and duties or by reason of its reckless disregard of its obligations
and duties under this Agreement.
11. EFFECTIVE DATE AND TERM This Agreement shall not become
effective unless and
until it is approved by the Trustees, including a majority of
Trustees who are not parties to this Agreement or "interested
-8-
persons" (as that term is defined in the Investment Company Act of 1940) of any
such party to this Agreement. This Agreement shall come in full force and effect
on a date mutually agreed upon by the parties, but in no event earlier than the
date all regulatory approvals necessary for the externalization of CREF's
investment management services have been obtained.
As to each Account, the Agreement shall continue in effect
indefinitely, unless otherwise terminated pursuant to the provisions below.
As to each Account, this Agreement may be terminated: (a) by
the Trustees, without the payment of any penalty, upon 60
days' written notice to Management; (b) by the Trustees,
without the payment of any penalty, if the Agreement is
assigned by Management without the written consent of CREF;
(c) by Management, without the payment of any penalty, upon 60
days' written notice to the Trustees; and (d) at any time,
upon the mutual consent of the parties thereto. This Agreement
may be amended, changed, waived, or
discharged as mutually agreed upon in writing by the parties from time to time;
provided, however, that any amendment of this Agreement shall not be effective
until approved by a majority of the Trustees, including a majority of Trustees
who are not certain parties to this Agreement or "interested persons" (as that
term is
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defined in the Investment Company Act of 1940) of any such party to
this Agreement.
12. NATURE OF AGREEMENT
It is intended by the parties to this Agreement that, because
all services to be performed by Management for CREF and its Accounts pursuant
hereto will be provided at cost, Management not be considered an "investment
adviser of an investment company" within the meaning of Section 2(a)(20) of the
1940 Act (pursuant to subparagraph (B)(iii) of that section) with respect to
CREF and, accordingly, that this Agreement not be considered an investment
advisory contract subject to the requirements of Section 15 of the 1940 Act.
13. APPLICABLE LAW
This Agreement shall be construed and enforced in accordance
with and governed by the laws of the State of New York.
14. COUNTERPARTS
This Agreement may be executed in any number of counterparts,
each of which shall be deemed an original and all of which shall be deemed one
instrument.
15. NOTICES
All notices and other communications provided for hereunder
shall be in writing and shall be delivered by hand or mailed first class,
postage prepaid, addressed as follows:
(a) If to CREF -
College Retirement Equities Fund
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx X. Xxxxxxx, Xx.
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(b) If to Management -
TIAA-CREf Investment Management, Inc.
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxx X. Xxxxxx
or to such other address as CREF or Management shall designate by written notice
to the other.
16. MISCELLANEOUS
The captions in this Agreement are included for convenience or
reference only and in no way define or limit any of the provisions hereof or
otherwise affect their construction or effect.
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals by and through their duly authorized officers on the
day and year first above written.
COLLEGE RETIREMENT EQUITIES FUND
(seal)
Attest:
______________________ By:_____________________________
Title: Title:
TIAA-CREF INVESTMENT MANAGEMENT, INC.
(seal)
Attest:
______________________ By:______________________________
Title: Title:
-00-
XXXXXXXX
Xxxxxxxx to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
and the College Retirement Equities Fund, dated December 17, 1991, the parties
to the Agreement mutually agree that the Agreement shall come into full force
and effect on January 1, 1992.
IN WITNESS WHEREOF, the College Retirement Equities Fund and
TIAA-CREF Investment Management, Inc. have caused this Addendum to the Agreement
to be executed in their names and on their behalf and under their trust and
corporate seals by and through their duly authorized officers on the day and
year first above written.
COLLEGE RETIREMENT EQUITIES FUND
(seal)
Attest:
_______________________ By:______________________________
Title: Title:
TIAA-CREF INVESTMENT MANAGEMENT, INC.
(seal)
Attest:
______________________ By:_______________________________
Title: Title:
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management,Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, and pursuant to resolution of the majority of Trustees of CREF,
including a majority of Trustees who are not certain parties to the Agreement or
"interested persons" (as that term is defined in the Investment Company Act of
1940) of any such party to the Agreement, the parties to the Agreement mutually
agree that the Agreement shall be amended as set forth below, effective
concurrent with the effectiveness of the post-effective amendment which is the
1992 annual update to the Registration Statement for CREF's variable annuity
certificates, except as otherwise noted below:
1. The second "Whereas" clause is amended to read as
follows:
WHEREAS, CREF is registered as an open-end management investment
company under the Investment Company Act of 1940 ("1940 Act"), and currently
consists of five investment portfolios (the "Accounts"): the Stock Account, the
Money Market Account, the Bond Market Account, the Social Choice Account, and
the Global Equities Account, and may consist of additional investment portfolio
in the future; and
2. Paragraph 7 of the Agreement is amended to read as follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by Management
as provided herein, CREF shall reimburse Management for the cost of such
services and the amount of such expenses through daily payments (as described
below) based on an annual rate agreed upon from time to time between CREF and
Management reflecting estimates of the cost of such services and expenses with
the objective of keeping the payments as close as possible to actual expenses.
As soon as is practicable after the end of such quarter (usually within 30
days), the amount necessary to correct any differences between the payments and
the expenses actually incurred will be determined. This amount will be paid by
or credited to Management, as the case may be, in equal daily installments over
the remaining days in the quarter.
For the services rendered and expenses incurred by Management as
provided herein, the amount currently payable from the net assets of each
Account (and, for the Global Equities Account, the
-1-
amount payable effective upon the introduction of such Account, currently
contemplated for April 1, 1992) each Valuation Day for each Calendar Day of the
Valuation Period ending on that Valuation Day will be as follows:
Stock Account:
.0003014% (corresponding to an annual rate of 0.11% of
its average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06% of
its average daily net assets)
Bond Market Account:
.0002192% (corresponding to an annual rate of 0.08% of
its average daily net assets)
Social Choice Account:
.0003288% (corresponding to an annual rate of 0.12% of
its average daily net assets)
Global Equities Account:
.0006849% (corresponding to an annual rate of 0.25% of
its average daily new assets).
For purposes of this Agreement, "Valuation Day," "Calendar Day," and
"Valuation Period" shall be defined as specified in CREF's current Registration
Statements.
IN WITNESS WHEREOF, CREF and Management have caused this Agreement to
be executed in their names and on their behalf and under their trust and
corporate seals by and through their duly authorized officers effective as
provided above.
COLLEGE RETIREMENT EQUITIES FUND
(seal)
Attest:
_______________________ By:______________________________
Title:
TIAA-CREF INVESTMENT MANAGEMENT, INC.
(seal)
Attest:
______________________ By:_______________________________
Title:
-2-
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of a majority of the
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below, effective, except as otherwise noted below, concurrent with the
effectiveness of the post-effective amendment which is the 1994 annual update to
certificates:
1. The second "Whereas" clause is amended to read as follows:
WHEREAS, CREF is registered as an open-end management
investment company under the Investment Company Act of 1940 ("1940 Act"), and
currently consists of eight investment portfolios (the "Accounts"): the Stock
Account, the Money Market Account, the Bond Market Account, the Social Choice
Account, the Global Equities Account, the Equity Index Account, the Growth
Account, and may consist of additional investment portfolios in the future; and
2. Paragraph 7 of the Agreement is amended to read as
follows:
7. Reimbursement
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from
-2-
the net assets of each Account (and for the Equity Index Account and the Growth
Account, the amount payable effective upon the introduction of such Accounts,
currently contemplated for April 1, 1994) each Valuation Day for each Calendar
Day of the Valuation Period ending on that Valuation Day will be as follows:
Stock Account:
0.0002740% (corresponding to an annual rate of 0.10%
of its average daily net assets)
Money Market Account:
0.0001370% (corresponding to an annual rate of 0.05%
of its average daily net assets)
Bond Market Account:
0.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Social Choice Account:
0.0002466% (corresponding to an annual rate of 0.09%
of its average daily net assets)
Global Equities Account:
0.0005479% (corresponding to an annual rate of 0.20%
of its average daily net assets)
Equity Index Account:
0.0002192% (corresponding to an annual rate of 0.08%
of its average daily net assets)
Growth Account:
0.0004932% (corresponding to an annual rate of 0.18%
of its average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar
Day," and "Valuation Period" shall be defined as specified in CREF's current
Registration Statement.
-3-
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals as of this 15th day of March, 1994 by and through
their duly authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
(seal)
ATTEST:
________________________ By: ______________________________
Senior Vice President Title: Chairman
TIAA-CREF INVESTMENT MANAGEMENT, INC.
(seal)
ATTEST:
_______________________ By: ______________________________
Assistant Secretary Title: President
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as amended, and pursuant to resolution of the majority of Trustees of
CREF, including a majority of Trustees who are not certain parties to the
Agreement or "interested persons" (as that term is defined in the Investment
Company Act of 1940) of any such party to the Agreement, the parties to the
Agreement mutually agree that the Agreement shall be amended as set forth below,
effective as of the 16th day of November, 1994.
Paragraph 4 of the Agreement is amended to read as
follows:
"4. INFORMATION TO BE PROVIDED TO THE TRUSTEES
Management shall furnish to the Trustees any reports,
statements or other information which the Trustees
may from time to time reasonably request."
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals by and through their duly authorized officers
effective as provided above.
(seal) COLLEGE RETIREMENT EQUITIES FUND
Attest:
_________________________ By:_____________________________
Assistant Secretary Title: Chairman
(seal) TIAA-CREF INVESTMENT MANAGEMENT,
Attest: INC.
_________________________ By:_____________________________
Assistant Secretary Title: President
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of the majority of
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below, effective, except as otherwise noted below, concurrent with the
effectiveness of the post-effective amendment which is the 1995 annual update to
the Registration Statement for CREF~s variable annuity certificates:
1. Paragraph 7 of the Agreement is amended to read as follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined.
This amount will be paid by or credited to Management, as the case may be, in
equal daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
0:0002740% (corresponding to an annual rate of 0.10%
of its average daily net assets)
Money Market Account:
0.0001370% (corresponding to an annual rate of 0.05*
of its average daily net assets)
Bond Market Account:
0.0001644% (corresponding to an annual rate of 0.06k
of its average daily net assets)
Social Choice Account:
0.0002466% (corresponding to an annual rate of 0.09
of its average daily net assets)
Global Equities Account:
0.0004658% (corresponding to an annual rate of 0.17
of its average daily net assets).
Equity Index Account:
0.0002192% (corresponding to an annual rate of 0.08
of its average daily net assets).
Growth Account:
0.0004932% (corresponding to an annual rate of 0.18
of its average daily net assets).
For purposes of this Agreement, "Valuation Day," "Calendar Day," and
"Valuation Period" shall be defined as specified in CREF's current Registration
Statement.
IN WITNESS WHEREOF, CREF and Management have caused this Agreement to
be executed in their names and on their, behalf and under their trust and
corporate seals as of this 3rd of March, 1995 by and through their duly
authorized-officers effective as provided above.
(seal) COLLEGE RETIREMENT EQUITIES FUND
Attest:
_____________________________________ By: _________________________________
Assistant Secretary Title: Chairman
(seal) TIAA-CREF INVESTMENT MANAGEMENT, INC.
Attest:
_____________________________________ By: ________________________________
Assistant Secretary Title: President
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of a majority of the
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below:
1. The second "Whereas" clause of the Agreement is amended to
read as follows:
WHEREAS, CREF is registered as an open-end management
investment company under the Investment Company Act of 1940 ("1940 Act"), and
currently consists of eight investment portfolios (the "Accounts"): the Stock
Account, the Money Market Account, the Bond Market Account, the Social Choice
Account, the Global Equities Account, the Equity Index Account, the Growth
Account and the Inflation-Linked Bond Account, and may consist of additional
investment portfolios in the future; and
2. Paragraph 7 of the Agreement is amended to read as
follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from
the net assets of each Account each Valuation Day for each Calendar Day of the
Valuation Period ending on that Valuation Day will be as follows:
Stock Account:
.0005479% (corresponding to an annual rate of 0.08%
of its average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Bond Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Social Choice Account:
.0001918% (corresponding to an annual rate of 0.07%
of its average daily net assets)
Global Equities Account:
.0004110% (corresponding to an annual rate of 0.15%
of its average daily net assets)
Growth Account:
.0003562% (corresponding to an annual rate of 0.13%
of its average daily net assets)
Equity Index Account:
.0001918% (corresponding to an annual rate of 0.07%
of its average daily net assets)
Inflation-Linked Bond Account:
.0002192% (corresponding to an annual rate of 0.08%
of its average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar
Day," and "Valuation Period" shall be defined as specified in CREF's current
Registration Statement.
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals as of this 15th day of April, 1997 by and through
their duly authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
ATTEST:
________________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxxx X. Xxxxxxx
Title: Senior Vice President
and Chief Counsel, Investments
TIAA-CREF INVESTMENT MANAGEMENT, INC.
ATTEST:
_______________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxx Xxxx
Title: Assistant Secretary
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of a majority of the
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below:
1. Paragraph 7 of the Agreement is amended to read as
follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
.0002466% (corresponding to an annual rate of 0.09%
of its average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Bond Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Social Choice Account:
.0002192% (corresponding to an annual rate of 0.08%
of its average daily net assets)
Global Equities Account:
.0004658% (corresponding to an annual rate of 0.17%
of its average daily net assets)
Growth Account:
.0003836% (corresponding to an annual rate of 0.14%
of its average daily net assets)
Equity Index Account:
.0001918% (corresponding to an annual rate of 0.07%
of its average daily net assets)
Inflation-Linked Bond Account:
.0002466% (corresponding to an annual rate of 0.09%
of its average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar
Day," and "Valuation Period" shall be defined as specified in CREF's current
Registration Statement.
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals as of this 13th day of November, 1996 by and through
their duly authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
ATTEST:
/s/Xxxxxxx X. Xxxxxx /s/Xxxxx X. Xxxxxxx
________________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxxx X. Xxxxxxx
Title: Senior Vice President
and Chief Counsel, Investments
TIAA-CREF INVESTMENT MANAGEMENT, INC.
ATTEST:
/s/Xxxxxxx X. Xxxxxx /s/Xxxx Xxxx
_______________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxx Xxxx
Title: Assistant Secretary
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of the majority of
the Trustees of CREF, including a majority of Trustees who are not certain
parties to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below, effective concurrent with the effectiveness of the post-effective
amendment which is the 1993 annual update to the Registration Statement for
CREF's variable annuity certificates, except as otherwise noted below:
1. Paragraph 7 of the Agreement is amended to read as
follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
.0003288% (corresponding to an annual rate of 0.12%
of its average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Bond Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Social Choice Account:
.0002192% (corresponding to an annual rate of 0.08%
of its average daily net assets)
Global Equities Account:
.0004658% (corresponding to an annual rate of 0.17%
of its average daily net assets)
Growth Account:
.0003836% (corresponding to an annual rate of 0.14%
of its average daily net assets)
Equity Index Account:
.0001918% (corresponding to an annual rate of 0.07%
of its average daily net assets)
Inflation-Linked Bond Account:
.0002466% (corresponding to an annual rate of 0.09%
of its average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar
Day," and "Valuation Period" shall be defined as specified in CREF's current
Registration Statement.
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals as of this 13th day of November, 1996 by and through
their duly authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
ATTEST:
/s/Xxxxxxx X. Xxxxxx /s/Xxxxx X. Xxxxxxx
________________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxxx X. Xxxxxxx
Title: Senior Vice President
and Chief Counsel, Investments
TIAA-CREF INVESTMENT MANAGEMENT, INC.
ATTEST:
/s/Xxxxxxx X. Xxxxxx /s/Xxxx Xxxx
_______________________ By: ______________________________
Xxxxxxx X. Xxxxxx Xxxx Xxxx
Title: Assistant Secretary
AMENDMENT TO THE INVESTMENT MANAGEMENT
SERVICES AGREEMENT
Pursuant to Paragraph 11 of the Investment Management Services
Agreement (the "Agreement") by and between TIAA-CREF Investment Management, Inc.
("Management") and the College Retirement Equities Fund ("CREF"), dated December
17, 1991, as thereafter amended, and pursuant to resolution of a majority of the
Trustees of CREF, including a majority of Trustees who are not certain parties
to the Agreement or "interested persons" (as that term is defined in the
Investment Company Act of 1940) of any such party to the Agreement, the parties
to the Agreement mutually agree that the Agreement shall be amended as set forth
below, effective, except as otherwise noted below, concurrent with the
effectiveness of the post-effective amendment which is the 1996 annual update to
the Registration Statement of CREF's variable annuity certificates.
1. Paragraph 7 of the Agreement is amended to read as
follows:
7. REIMBURSEMENT
For the services to be rendered and the expenses assumed by
Management as provided herein, CREF shall reimburse Management for the cost of
such services and the amount of such expenses through daily payments (as
described below) based on an annual rate agreed upon from time to time between
CREF and Management reflecting estimates of the cost of such services and
expenses with the objective of keeping the payments as close as possible to
actual expenses. As soon as is practicable after the end of each quarter
(usually within 30 days), the amount necessary to correct any differences
between the payments and the expenses actually incurred will be determined. This
amount will be paid by or credited to Management, as the case may be, in equal
daily installments over the remaining days in the quarter.
For the services rendered and expenses incurred by Management
as provided herein, the amount currently payable from the net assets of each
Account each Valuation Day for each Calendar Day of the Valuation Period ending
on that Valuation Day will be as follows:
Stock Account:
.0002466% (corresponding to an annual rate of 0.09%
of its average daily net assets)
Money Market Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
-0-
Xxxx Xxxxxx Account:
.0001644% (corresponding to an annual rate of 0.06%
of its average daily net assets)
Social Choice Account:
.0002192% (corresponding to an annual rate of 0.08%
of its average daily net assets)
Global Equities Account:
.0004658% (corresponding to an annual rate of 0.17%
of its average daily net assets)
Growth Account:
.0003836 (corresponding to an annual rate of 0.14%
of its average daily net assets)
Equity Index Account:
.0001918% (corresponding to an annual rate of 0.07%
of its average daily net assets)
For purposes of this Agreement, "Valuation Day," "Calendar
Day," and "Valuation Period" shall be defined as specified in CREF's current
Registration Statement.
IN WITNESS WHEREOF, CREF and Management have caused this
Agreement to be executed in their names and on their behalf and under their
trust and corporate seals as of this 16 day of April, 1996 by and through their
duly authorized officers.
COLLEGE RETIREMENT EQUITIES FUND
ATTEST:
_____________________ By: _____________________________
Title: Senior Vice President
and Chief Counsel,
Investments
TIAA-CREF INVESTMENT MANAGEMENT, INC.
ATTEST:
____________________ By: _____________________________
Title: Assistant Secretary
