Contract
Exhibit
h 20
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000
Xxxxxxxxxx Xxxxxx
Xxxxxxxxxx,
XX 00000
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xxx.xxxxxxxxxxxxx.xxx
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AMENDED
AND RESTATED
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As of
February 26, 2010, as Amended August 1, 2010
Board of
Trustees
The
MainStay Funds
00
Xxxxxxx Xxxxxx
Xxx Xxxx,
XX 00000
Dear
Board of Trustees:
(1) This
letter will confirm New York Life Investment Management LLC’s (“New York Life
Investments”) intent that, in the event the annualized ratio of total ordinary
fund operating expenses (excluding taxes, interest, litigation, extraordinary
expenses, brokerage and other transaction expenses relating to the purchase or
sale of portfolio investments and the fees and expenses of any other fund in
which the Funds invest) to average daily net assets of each class of shares (the
“Class”) for the series of The MainStay Funds listed below (each a “Fund” and
collectively, the “Funds”), calculated daily in accordance with generally
accepted accounting principles consistently applied, exceeds the percentage set
forth below, New York Life Investments will waive a portion of the Fund’s
management fees or reimburse the expenses of the appropriate Class of the Fund
in the amount of such excess, consistent with the method set forth in Section
(4) below. With respect to the Funds listed below, except for
MainStay Large Cap Growth Fund and MainStay Money Market Fund, an equivalent
reduction as applicable for Class A shares will apply to the other Classes of
the Fund.
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FUND/CLASS
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EXPENSE
LIMIT
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MainStay Diversified Income
Fund Class A
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1.16 | % | ||
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MainStay Equity Index Fund
Class A
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0.60 | % | ||
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MainStay Global High Income
Fund Class A
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1.35 | % | ||
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MainStay Government Fund
Class A
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1.03 | % | ||
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MainStay Large Cap Growth
Fund Class I
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0.85 | % | ||
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MainStay
Money Market Fund
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Class
A
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0.70 | % | ||
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Class
B
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0.80 | % | ||
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Class
C
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0.80 | % | ||
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Investor
Class
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0.80 | % | ||
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MainStay Principal Preservation
Fund Class I
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0.30 | % | ||
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MainStay Tax Free Bond Fund
Class A
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0.94 | % | ||
New York
Life Investments authorizes the Funds and the administrator to reduce our
monthly expenses of the appropriate Classes of a Fund or reduce its monthly
management fees to the extent necessary to effectuate the limitations stated in
this Section (1), consistent with the method set forth in Section (4)
below. New York Life Investments authorizes the Funds and their
administrator to request funds from us as necessary to implement the limitations
stated in this Section (1). New York Life Investments will pay to the
Funds or Classes any such amounts, consistent with the method set forth in
Section (4) below, promptly after receipt of such request.
(2) The
expense caps set forth in this Agreement are effective from February 26, 2010
through February 28, 2011.
(3) The
foregoing expense limitations supersede any prior agreement regarding expense
limitations with respect to the specific Fund and Classes
herein. Each expense limitation is calculated on an annual, not
monthly, basis, and is based on the fiscal year of the respective
Fund. Consequently, if the amount of expenses accrued by a Fund
during a month is less than the Fund’s expense limitation, the following shall
apply: (i) New York Life Investments shall be reimbursed by the respective
Class(es) of the Fund in an amount equal to such difference, consistent with the
method set forth in Section (4) below, but not in an amount in excess of any
deductions and/or payments previously made during the year; and (ii) to the
extent reimbursements are not made pursuant to Sub-Section (3)(i), the Fund
and/or Class(es) shall establish a credit to be used reducing deductions and/or
payments which would otherwise be made in subsequent months of the fiscal year
of the relevant Fund. During the term of this Agreement, New York
Life Investments may recoup the amount of management fee waivers or expense
reimbursements from a Fund or Class pursuant to this arrangement consistent with
the method set forth in Section (4) below, if it does not cause the Fund or
Class to exceed existing expense limitations and such action is taken during the
fiscal year of the Fund in which New York Life Investments incurred the
expense.
(4) Any
amount of fees or expenses waived, paid or reimbursed pursuant to the terms of
this Agreement shall be allocated among the Classes of shares of a Fund in
accordance with the terms of that Fund’s multiple class plan pursuant to Rule
18f-3 under the Investment Company Act of 1940, as amended (the “18f-3
Plan”). To this end, the benefit of any waiver or reimbursement of
any management fee and any other “Fund Expense,” as such term is defined in the
18f-3 Plan, shall be allocated to all shares of the Fund based on net asset
value, regardless of Class.
This Agreement shall in all cases be
interpreted in a manner consistent with the requirements of Revenue Procedure
96-47, 1996-2 CB 338, and Revenue Procedure 99-40, I.R.B. 1999-46, 565 so as to
avoid any possibility that a Fund is deemed to have paid a preferential
dividend. In the event of any conflict between any other term of this
Agreement and this Section (4), this Section (4) shall control.
* * *
2
NEW YORK
LIFE INVESTMENT MANAGEMENT LLC
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By:
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/s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx
X. Xxxxxx
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Title: Senior
Managing Director
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ACKNOWLEDGED:
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THE
MAINSTAY FUNDS
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By:
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/s/ Xxxx X. Xxxxxxxxxx
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Name:
Xxxx X. Xxxxxxxxxx
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Title: Treasurer
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