GENWORTH VARIABLE INSURANCE TRUST FIRST AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
EX-23.h.1.a
FIRST
AMENDMENT TO THE
THIS FIRST AMENDMENT effective
as of December 8, 2009 to the Fund Administration Servicing Agreement dated as
of August 22, 2008 (the “Agreement”), is entered into by and between GENWORTH VARIABLE INSURANCE
TRUST, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES,
LLC, a Wisconsin limited liability company ("USBFS").
RECITALS
WHEREAS, the parties have
entered into the Agreement; and
WHEREAS, the parties desire to
amend the Agreement to add funds, add related fees and extend the length of the
Agreement; and
WHEREAS, Section 10 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit A
is hereby superseded and replaced with Exhibit A attached hereto.
Exhibit C
is hereby superseded and replaced with Exhibit C attached hereto.
Section 10 is superseded and replaced
with the following:
10. Term
of Agreement; Amendment
This
Agreement shall become effective as of December 8, 2009 and shall continue
through December 31, 2012. This Agreement may be terminated by either
party upon giving 90 days prior written notice to the other party or such
shorter period as is mutually agreed upon by the parties.
Notwithstanding
the foregoing, this Agreement may be terminated by any party upon the breach of
the other party of any material term of this Agreement if such breach is not
cured within 15 days of notice of such breach to the breaching
party.
This
Agreement may not be amended or modified in any manner except by written
agreement executed by USBFS and the Trust, and authorized or approved by the
Board of Trustees.
Except to
the extent amended hereby, the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the
parties hereto have caused this First Amendment to be executed by a duly
authorized officer on one or more counterparts as of the date and year first
written above.
GENWORTH
VARIABLE INSURANCE
TRUST U.S.
BANCORP FUND SERVICES, LLC
By:
______________________________ By:
_______________________________
Name:____________________________
Name: Xxxxxxx X. XxXxx
Title:____________________________ Title:
Executive Vice President
Exhibit
A to the Fund Administration Servicing Agreement
Fund
Names
Separate
Series of Genworth Variable Insurance Trust
Name of
Series
Original
Funds:
Genworth
Calamos Growth Fund
Genworth
Columbia Mid Cap Value Fund
Genworth
Xxxxx NY Venture Fund
Genworth
Xxxxx Xxxxx Large Cap Value Fund
Genworth
Xxxx Xxxxx ClearBridge Aggressive Growth Fund
Genworth
PIMCO StocksPLUS Fund
Genworth
Xxxxxx International Capital Opportunities Fund
Genworth
Xxxxxxxxx International Value Fund
Genworth
Xxxxxxx Sachs Enhanced Core Bond Index Fund
Fund of
Funds:
Genworth
40/60 Index Allocation Fund – on or after December 8, 2009
Genworth
60/40 Index Allocation Fund - on or after December 8, 2009
Genworth
Moderate Allocation Fund - on or after December 8, 2009
Genworth
Growth Allocation Fund - on or after December 8, 2009
Genworth
Enhanced Small Cap Index Fund - on or after December 8, 2009
Genworth
Enhanced International Index Fund - on or after December 8,
2009
Exhibit
C to the Fund Administration Servicing Agreement
|
Genworth
Variable Insurance Trust – Fee Schedule effective at December 8, 2009
(includes 9 original funds and 6 fund of funds – Exhibit
A)
|
|
|
Annual
fee based upon assets in fund family:
¨3.5 basis
points on the first $2 billion
¨3 basis points
on the next $2 billion
¨2.5 basis
points on the balance
Minimum
annual fee*: $393,750 for the aggregate of the 9 original funds
(Exhibit A)
Minimum
annual fee**: 210,000 for the aggregate of the 6 fund of funds
(Exhibit A)
The
monthly fee that is charged is the greater of the fee based upon assets or
the minimum fee.
*
The fee based upon assets as defined above in this fee schedule will be
applicable monthly from inception. However, the minimum annual
fee of $393,750 is waived for the 9 original funds (Exhibit A) during the
first 6 months of operations. After the first 6 months, the
following tiered minimum annual fee schedule applies during months 7
through 12 of operations:
15%
of the minimum annual fee in month 7
30%
of the minimum annual fee in month 8
45%
of the minimum annual fee in month 9
60%
of the minimum annual fee in month 10
75%
of the minimum annual fee in month 11
90%
of the minimum annual fee in month 12
100%
of the minimum annual fee in month 13 and beyond
**
The fee based upon assets as defined above in this fee schedule will be
applicable monthly from inception. However, the minimum annual
fee of $210,000 is waived for the 6 fund of funds (Exhibit A)
during the first 6 months of operations. After the first 6 months, the
following tiered minimum annual fee schedule applies during months 7
through 12 of operations:
15%
of the minimum annual fee in month 7
30%
of the minimum annual fee in month 8
45%
of the minimum annual fee in month 9
60%
of the minimum annual fee in month 10
75%
of the minimum annual fee in month 11
90%
of the minimum annual fee in month 12
100%
of minimum annual fee in month 13 and beyond
|
Multiple
Class Fee - $7,000 annually for each class beyond the first class (waived
during the first 6 months of operations)
Xxxxxxx
River:
9
original funds (Exhibit A):
¨$5,000 set-up
charge (waived)
¨Annual fee
waived during the first 12 months operation.
¨Annual fee
beginning month 13 of operations of the 9 original funds is
$75,000
6
fund of funds (Exhibit A):
¨$5,000 set-up
charge (waived)
Annual
fee: No additional annual fee for the 6 fund of
funds.
Total
annual fee for the 9 original funds and 6 fund of funds is
$75,000
Extraordinary
services – quoted separately
Plus
out-of-pocket expenses, including, but not limited to:
¨Postage,
Stationery
¨Programming,
Special Reports
¨Proxies,
Insurance
¨XXXXX
filing
¨Retention of
records
¨Federal and
state regulatory filing fees
¨Certain
insurance premiums
¨Expenses from
Board of Trustees meetings
¨Auditing and
legal expenses
¨Blue Sky
conversion expenses (if necessary)
¨All other
out-of-pocket expenses
Fees
are billed monthly
|
