AMENDMENT NO. 1 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Exhibit d(2)(b)
AMENDMENT NO. 1
TO THE
INVESTMENT SUB-ADVISORY AGREEMENT
This AMENDMENT NO. 1 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of October 30, 2020, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (“VALIC”), and PINEBRIDGE INVESTMENTS LLC (the “Sub-Adviser”).
WITNESSETH:
WHEREAS, VALIC and VALIC Company I, a Maryland corporation (the “Company”), have entered into an Investment Advisory Agreement dated as of January 1, 2002, as amended (the “Advisory Agreement”), pursuant to which VALIC has agreed to provide investment management, advisory and administrative services to the Company; and
WHEREAS, the Company is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company; and
WHEREAS, VALIC and the Sub-Adviser are parties to an Investment Sub-Advisory Agreement dated March 26, 2010 (the “Subadvisory Agreement”), pursuant to which the Sub-Adviser furnishes investment advisory services to certain investment series (the “Covered Funds”) of the Company, as listed on Schedule A to the Subadvisory Agreement; and
WHEREAS, the Board of Directors of the Company has approved this Amendment to the Subadvisory Agreement and it is not required to be approved by the shareholders of the Covered Funds.
NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree to amend the Subadvisory Agreement as follows:
1. Section 10. Notices. Section 10 is hereby deleted in its entirety and restated as follows:
10. Notices
All notices hereunder shall be given in writing (and shall be deemed to have been duly given upon receipt) by delivery in person, by facsimile, by registered or certified mail or by overnight delivery (postage prepaid, return receipt requested) to VALIC and to SUB-ADVISER at the address of each set forth below:
If to VALIC:
The Variable Annuity Life Insurance Company
0000 Xxxxx Xxxxxxx
Xxxxxxx, Xxxxx 00000
Attn: Mutual Fund Legal
With a copy to:
SunAmerica Asset Management, LLC
Harborside 5
000 Xxxxxx Xxxxxx, Xxxxx 0000
Xxxxxx Xxxx, XX 00000
Attn: General Counsel
If to SUB-ADVISER:
PineBridge Investments LLC
Park Avenue Tower, 00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxxxxx X. Raso
xxxx.xxxx@xxxxxxxxxx.xxx
With a copy to:
PineBridge Investments LLC
Park Avenue Tower, 00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Legal Department
2. Schedule A Amendment. Schedule A to the Subadvisory Agreement is hereby amended to reflect that the Sub-Adviser will manage the assets of each of the Aggressive Growth Lifestyle Fund, Conservative Growth Lifestyle Fund, Core Bond Fund and Moderate Growth Lifestyle Fund and shall be compensated on those assets managed, in accordance with Section 2 of the Subadvisory Agreement, at the fee rate reflected in Schedule A attached hereto.
3. Counterparts. This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument.
4. Full Force and Effect. Except as expressly supplemented, amended or consented to hereby, all of the representations, warranties, terms, covenants, and conditions of the Subadvisory Agreement shall remain unchanged and shall continue to be in full force and effect.
5. Miscellaneous. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Subadvisory Agreement.
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IN WITNESS WHEREOF, the parties have caused their respective duly authorized officers to execute this Amendment as of the date first above written.
| THE VARIABLE ANNUITY LIFE INSURANCE COMPANY | ||
| By: |
/s/ XXXXX X. XXXXXXX | |
| Name: Xxxxx X. Xxxxxxx | ||
| Title: Authorized Signatory | ||
| PINEBRIDGE INVESTMENTS LLC | ||||
| By: |
/s/ XXXXXXX X. XXXXX | |||
| Name: Xxxxxxx X. Xxxxx | ||||
| Title: Managing Director, Global Head of Multi-Asset | ||||
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SCHEDULE A
(Effective October 30, 2020)
VC I Portfolios
| Aggressive Growth Lifestyle Fund | 0.10% | |||
| Asset Allocation Fund | 0.25% on first $300 million 0.225% on next $200 million 0.20% on assets over $500 million | |||
| Capital Conservation Fund |
|
0.25% on first $200 million 0.20% on next $300 million 0.15% on assets over $500 million | ||
| Conservative Growth Lifestyle Fund | 0.10% | |||
| Core Bond Fund | 0.25% on first $200 million 0.20% on next $300 million 0.15% on assets over $500 million | |||
| International Government Bond Fund | 0.25% on first $200 million 0.20% on next $300 million 0.15% on assets over $500 million | |||
| Moderate Growth Lifestyle Fund | 0.10% | |||
| XX XX Portfolios | ||||
| Aggressive Growth Lifestyle Fund | 0.10% | |||
| Conservative Growth Lifestyle Fund | 0.10% | |||
| Core Bond Fund | 0.25% on first $200 million 0.20% on next $300 million 0.15% on assets over $500 million | |||
| Moderate Growth Lifestyle Fund | 0.10% | |||
| Strategic Bond Fund | 0.35% on first $200 million 0.25% on next $300 million 0.20% over $500 million | |||
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