THIRD AMENDMENT TO THE
MANAGEMENT AGREEMENT BETWEEN
ACCESSOR FUNDS, INC. AND ACCESSOR CAPITAL MANAGEMENT LP
(formerly Bennington Capital Management L.P.)
This THIRD AMENDMENT TO THE MANAGEMENT AGREEMENT (the "Agreement"), is
entered into effective April 29, 2000, by and between ACCESSOR FUNDS, INC., a
Maryland corporation ("Accessor Funds") and ACCESSOR CAPITAL MANAGEMENT LP, a
Washington limited partnership, formerly Accessor Capital Management, a
Washington general partnership ("Accessor Capital").
BACKGROUND
A. Accessor Funds and Accessor Capital entered into a Management Agreement
on June 17, 1992 wherein Accessor Funds employed Accessor Capital to manage the
investment and reinvestment of Accessor Funds' assets, to act as a discretionary
money manager to certain of the Funds and to administer the Fund's business and
administrative operations. Pursuant to Section 6 of the Agreement, Accessor
Capital is compensated for its services on a percentage of the average daily net
assets of the Funds of Accessor Funds.
B. On February 4, 2000, the Board of Directors of Accessor Funds approved
the filing of a post-effective amendment to the registration statement of
Accessor Funds to open a new fund, the High Yield Bond Fund, which is expected
to be effective and begin operations on April 29, 2000.
C. Accessor Funds and Accessor Capital each wish to amend the Agreement to
add the High Yield Bond Fund.
AGREEMENT
Therefore, in consideration of the mutual covenants contained herein and
other valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. The first paragraph of Section 6 of the Agreement is hereby amended and
shall now read as follows:
The Manager shall receive annual fees from each Fund for providing the
services and furnishing the facilities pursuant to this Agreement in the
following amounts:
Management Fee (as a
percentage of average
Fund daily net assets)
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Growth 0.45%
Value 0.45%
Small to Mid Cap 0.60%
International Equity 0.55%
Intermediate Fixed-Income 0.36%
Short-Intermediate Fixed-Income 0.36%
High Yield Bond 0.36%
Mortgage Securities 0.36%
U.S. Government Money 0.25%
IN WITNESS WHEREOF, the parties have entered into this Third Amendment to the
Agreement as of the day and year first above set forth.
ACCESSOR FUNDS, INC.
By:/s/Xxxxxxxx X. Xxx
Xxxxxxxx X. Xxx
Vice President and Principal Financial
and Accounting Officer
Date:
ACCESSOR CAPITAL MANAGEMENT LP
By: Accessor Management Associates, Inc.
Its Managing General Partner
By:/s/J. Xxxxxxx Xxxxxxx III
J. Xxxxxxx Xxxxxxx III
President
Date: