FOURTH AMENDMENT to AMENDED AND RESTATED ADMINISTRATION AGREEMENT
FOURTH AMENDMENT
to
AMENDED AND RESTATED
THIS AMENDMENT is made effective as of the 1st day of January 2011, and amends that certain amended and restated administration agreement, dated as of January 1, 2010 between the trusts listed on Schedule A (each, a “Trust” and together the “Trusts”) including the funds listed under each Trust commonly known as Virtus Mutual Funds (each, a “Fund” and together the “Funds”) and VP Distributors, Inc. (the “Administrator”) (the “Administration Agreement”), as herein below provided.
W I T N E S S E T H :
WHEREAS, pursuant to Section 4 of the Administration Agreement, the Trusts and the Administrator have agreed to amend the fees payable to the Administrator under the Administration Agreement as indicated below; and
WHEREAS, the Trusts and the Administrator desire to properly document the amended fees as agreed;
NOW, THEREFORE, in consideration of the foregoing premises, it is agreed as follows:
1. The schedule of fees set forth in Section 4(a) of the Administration Agreement is hereby amended to reflect the following fee rates:
| Non-Money Market Funds |
Money Market Funds | |||||||||||
| Net Assets |
Administrative Fee1 |
Net Assets | Administrative Fee2 |
|||||||||
| Less than or equal to $15 billion |
0.10 | % | All Assets | .035 | % | |||||||
| Over $15 billion and up to and including $30 billion |
0.095 | % | ||||||||||
| Over $30 billion and up to and including $50 billion |
0.09 | % | ||||||||||
| In excess of $50 billion |
0.085 | % | ||||||||||
| 1 | Fee is based on combined assets of all non-money market series of Virtus Mutual Funds and Phoenix Edge Series Fund. |
| 2 | Fee is based on combined assets of all money market series of Virtus Mutual Funds and Phoenix Edge Series Fund. |
2. Except as herein provided, the Administration Agreement shall be and remain unmodified and in full force and effect. All capitalized terms used but not defined herein shall have such meanings as ascribed thereto in the Administration Agreement. This Amendment may be executed in two or more counterparts, which shall be deemed an original, but all of which together shall constitute one and the same instrument.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment and Termination to be duly executed by their duly authorized officers.
| VIRTUS MUTUAL FUNDS | ||||
| VIRTUS EQUITY TRUST | ||||
| VIRTUS INSIGHT TRUST | ||||
| VIRTUS INSTITUTIONAL TRUST | ||||
| VIRTUS OPPORTUNITIES TRUST | ||||
| By: | /s/ W. Xxxxxxx Xxxxxxx | |||
| Name: W. Xxxxxxx Xxxxxxx | ||||
| Title: Chief Financial Officer and Treasurer | ||||
| VP DISTRIBUTORS, INC. | ||||
| By: | /s/ Xxxxx X. Xxxxxx | |||
| Name: Xxxxx X. Xxxxxx | ||||
| Title: Vice President and Treasurer | ||||
SCHEDULE A
(Dated: January 1, 2011)
| Virtus Equity Trust : |
| Virtus Balanced Fund |
| Virtus Capital Growth Fund |
| Virtus Growth & Income Fund |
| Virtus Mid-Cap Core Fund |
| Virtus Mid-Cap Growth Fund |
| Virtus Mid-Cap Value Fund |
| Virtus Quality Large-Cap Value Fund |
| Virtus Quality Small-Cap Fund |
| Virtus Small-Cap Core Fund |
| Virtus Small-Cap Growth Fund |
| Virtus Small-Cap Sustainable Growth Fund |
| Virtus Strategic Growth Fund |
| Virtus Tactical Allocation Fund |
| Virtus Insight Trust: |
| Virtus Balanced Allocation Fund |
| Virtus Core Equity Fund |
| Virtus Disciplined Small-Cap Opportunity Fund |
| Virtus Disciplined Small-Cap Value Fund |
| Virtus Emerging Markets Opportunities Fund |
| Virtus High Yield Income Fund |
| Virtus Insight Government Money Market Fund |
| Virtus Insight Money Market Fund |
| Virtus Insight Tax-Exempt Money Market Fund |
| Virtus Intermediate Government Bond Fund |
| Virtus Intermediate Tax-Exempt Bond Fund |
| Virtus Short/Intermediate Bond Fund |
| Virtus Tax-Exempt Bond Fund |
| Virtus Value Equity Fund |
| Virtus Institutional Trust |
| Virtus Institutional Bond Fund |
| Virtus AlphaSector Rotation Fund |
| Virtus AlphaSector Allocation Fund |
| Virtus Alternatives Diversifier Fund |
| Xxxxxx Xxxx Fund |
| Virtus CA Tax-Exempt Bond Fund |
| Virtus Foreign Opportunities Fund |
| Virtus Global Infrastructure Fund |
| Virtus Global Opportunities Fund |
| Virtus Global Real Estate Securities Fund |
| Virtus Greater Asia EX Japan Opportunities Fund |
| Virtus Greater European Opportunities Fund |
| Virtus High Yield Fund |
| Virtus International Equity Fund |
| Virtus International Real Estate Securities Fund |
| Virtus Market Neutral Fund |
| Virtus Multi-Sector Fixed Income Fund |
| Virtus Multi-Sector Short Term Bond Fund |
| Virtus Premium AlphaSector Fund |
| Virtus Real Estate Securities Fund |
| Virtus Senior Floating Rate Fund |
