AMENDMENT NO. 3 TO MANAGEMENT AGREEMENT (INSTITUTIONAL CLASS) THIS AMENDMENT NO. 3 TO MANAGEMENT AGREEMENT (INSTITUTIONAL CLASS) is made as of the 31st day of December, 2002, by and between each of the registered investment companies that have...
AMENDMENT NO. 3 TO
MANAGEMENT AGREEMENT (INSTITUTIONAL CLASS)
THIS AMENDMENT NO. 3 TO MANAGEMENT AGREEMENT (INSTITUTIONAL CLASS) is made
as of the 31st day of December, 2002, by and between each of the registered
investment companies that have executed this Amendment below (the "Companies")
and American Century Investment Management, Inc., a Delaware corporation (the
"Investment Manager"). Capitalized terms not otherwise defined herein shall have
the meaning ascribed to them in the Management Agreement (defined below).
WHEREAS, the Companies and the Investment Manager are parties to a certain
Management Agreement (Institutional Class) dated August 1, 1997, amended by
Amendment No. 1 dated August 1, 2001 and Amendment No. 2 dated March 1, 2002
("Agreement"); and
WHEREAS, American Century Municipal Trust has added an Institutional Class
of share for Tax-Free Bond Fund; and
WHEREAS, American Century Municipal Trust desires to become a party to the
Agreement; and
WHEREAS, the parties desire to amend the Agreement to add American Century
Municipal Trust and Tax-Free Bond Fund.
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:
1. Exhibits A, B, C and D to the Agreement are hereby amended by deleting
the text thereof in their entirety and inserting in lieu therefor the Exhibits
A, B, C and D attached hereto.
2. After the date hereof, all references to the Agreement shall be deemed
to mean the Agreement as amended by this Amendment No. 3.
3. In the event of a conflict between the terms of this Amendment and the
Agreement, it is the intention of the parties that the terms of this Amendment
shall control and the Agreement shall be interpreted on that basis. To the
extent the provisions of the Agreement have not been amended by this Amendment,
the parties hereby confirm and ratify the Agreement.
4. Except as expressly supplemented, amended or consented to hereby, all of
the representations, warranties, terms, covenants and conditions of the
Agreement shall remain unamended and shall continue to be in full force and
effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
by their respective duly authorized officers as of the day and year first above
written.
AMERICAN CENTURY INVESTMENT TRUST
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS
AMERICAN CENTURY GOVERNMENT INCOME TRUST
AMERICAN CENTURY MUNICIPAL TRUST
By: ______________________________
Name: Xxxxxxx X. Xxxxxxxxxxx
Title: Vice President of each
Attest: ______________________________
Name: Xxxxx X. Xxxx
Title: Assistant Secretary of each
AMERICAN CENTURY INVESTMENT
MANAGEMENT, INC.
By: ______________________________
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
Attest: ______________________________
Name: Xxxxx X. Xxxx
Title: Assistant Secretary
Exhibit A
Registered Investment Companies Subject to Management Agreement
Registered Investment Company and Funds Date
American Century Quantitative Equity Funds
Equity Growth Fund August 1, 1997
Income & Growth Fund August 1, 1997
Small Cap Quantitative Fund July 1, 1998
American Century Investment Trust
Diversified Bond Fund August 1, 2001
American Century Government Income Trust
Inflation-Adjusted Bond Fund March 1, 2002
American Century Municipal Trust
Tax-Free Bond Fund December 31, 2002
Dated: December 31, 2002
Exhibit B
Series Investment Categories
Investment Category Series
Bond Funds Diversified Bond Fund
Inflation-Adjusted Bond Fund
Tax-Free Bond Fund
Investment Category Series
Equity Funds Equity Growth Fund
Income & Growth Fund
Small Cap Quantitative Fund
Investment Category Series
Money Market Funds none
Dated: December 31, 2002
Exhibit C
Investment Category Fee Schedules: Money Market Funds
Schedule 1 Funds:
none
Category Assets Fee Rate
First $1 billion 0.2500%
Next $1 billion 0.2070%
Next $3 billion 0.1660%
Next $5 billion 0.1490%
Next $15 billion 0.1380%
Next $25 billion 0.1375%
Thereafter 0.1370%
Schedule 2 Funds:
none
Category Assets Fee Rate
First $1 billion 0.2700%
Next $1 billion 0.2270%
Next $3 billion 0.1860%
Next $5 billion 0.1690%
Next $15 billion 0.1580%
Next $25 billion 0.1575%
Thereafter 0.1570%
Schedule 3 Funds:
none
Category Assets Fee Rate
First $1 billion 0.3700%
Next $1 billion 0.3270%
Next $3 billion 0.2860%
Next $5 billion 0.2690%
Next $15 billion 0.2580%
Next $25 billion 0.2575%
Thereafter 0.2570%
Schedule 4 Funds:
none
Category Assets Fee Rate
First $1 billion 0.2300%
Next $1 billion 0.1870%
Next $3 billion 0.1460%
Next $5 billion 0.1290%
Next $15 billion 0.1180%
Next $25 billion 0.1175%
Thereafter 0.1170%
Category Fee Schedules: Bond Funds
Schedule 1 Funds:
Inflation-Adjusted Bond Fund
Tax-Free Bond Fund
Category Assets Fee Rate
First $1 billion 0.2800%
Next $1 billion 0.2280%
Next $3 billion 0.1980%
Next $5 billion 0.1780%
Next $15 billion 0.1650%
Next $25 billion 0.1630%
Thereafter 0.1625%
Schedule 2 Funds:
none
Category Assets Fee Rate
First $1 billion 0.3100%
Next $1 billion 0.2580%
Next $3 billion 0.2280%
Next $5 billion 0.2080%
Next $15 billion 0.1950%
Next $25 billion 0.1930%
Thereafter 0.1925%
Category Fee Schedules: Bond Funds
(continued)
Schedule 3 Funds:
none
Category Assets Fee Rate
First $1 billion 0.3600%
Next $1 billion 0.3080%
Next $3 billion 0.2780%
Next $5 billion 0.2580%
Next $15 billion 0.2450%
Next $25 billion 0.2430%
Thereafter 0.2425%
Schedule 4 Funds:
none
Category Assets Fee Rate
First $1 billion 0.6100%
Next $1 billion 0.5580%
Next $3 billion 0.5280%
Next $5 billion 0.5080%
Next $15 billion 0.4950%
Next $25 billion 0.4930%
Thereafter 0.4925%
Category Fee Schedules: Bond Funds (continued)
Schedule 5 Funds:
Diversified Bond Fund
Category Assets Fee Rate
First $1 billion 0.4100%
Next $1 billion 0.3580%
Next $3 billion 0.3280%
Next $5 billion 0.3080%
Next $15 billion 0.2950%
Next $25 billion 0.2930%
Thereafter 0.2925%
Schedule 6 Funds:
none
Category Assets Fee Rate
First $1 billion 0.6600%
Next $1 billion 0.6080%
Next $3 billion 0.5780%
Next $5 billion 0.5580%
Next $15 billion 0.5450%
Next $25 billion 0.5430%
Thereafter 0.5425%
Category Fee Schedules: Equity Funds
Schedule 1 Funds:
Equity Growth Fund
Income & Growth Fund
Category Assets Fee Rate
First $1 billion 0.5200%
Next $5 billion 0.4600%
Next $15 billion 0.4160%
Next $25 billion 0.3690%
Next $50 billion 0.3420%
Next $150 billion 0.3390%
Thereafter 0.3380%
Schedule 2 Funds:
Small Cap Quantitative Fund
Category Assets Fee Rate
First $1 billion 0.7200%
Next $5 billion 0.6600%
Next $15 billion 0.6160%
Next $25 billion 0.5690%
Next $50 billion 0.5420%
Next $150 billion 0.5390%
Thereafter 0.5380%
Dated: December 31, 2002
Exhibit D
Complex Fee Schedule
Complex Assets Fee Rate
First $2.5 billion 0.1100%
Next $7.5 billion 0.1000%
Next $15.0 billion 0.0985%
Next $25.0 billion 0.0970%
Next $50.0 billion 0.0960%
Next $100.0 billion 0.0950%
Next $100.0 billion 0.0940%
Next $200.0 billion 0.0930%
Next $250.0 billion 0.0920%
Next $500.0 billion 0.0910%
Thereafter 0.0900%
Dated: December 31, 2002
