MANAGEMENT AGREEMENT
THIS MANAGEMENT AGREEMENT (“Agreement”) is effective as of the 16th day of
July, 2010, by and between AMERICAN CENTURY MUTUAL FUNDS, INC., a Maryland
corporation (hereinafter called the “Company”), and AMERICAN CENTURY
INVESTMENT MANAGEMENT, INC., a Delaware corporation (hereinafter called
the “Investment Manager”).
WHEREAS, a majority of those members of the Board of Directors of the
Company (collectively, the “Board of Directors”, and each individually
a “Director”) who are not “interested persons” as defined in the
Investment Company Act of 1940 (the “Investment Company Act”)
(hereinafter referred to as the “Independent Directors”), has approved
this Agreement as it relates to each series of shares of the Company
set forth on Schedule A attached hereto (the “Funds”).
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:
1. Investment Management Services. The Investment Manager shall
supervise the investments of each class of each Fund. In such capacity,
the Investment Manager shall either directly, or through the utilization
of others as contemplated by Section 7 below, maintain a continuous
investment program for each Fund, determine what securities shall be
purchased or sold by each Fund, secure and evaluate such information
as it deems proper and take whatever action is necessary or convenient
to perform its functions, including the placing of purchase and sale
orders. In performing its duties hereunder, the Investment Manager
will manage the portfolios of all classes of shares of a particular
Fund as a single portfolio.
2. Compliance with Laws. All functions undertaken by the
Investment Manager hereunder shall at all times conform to, and
be in accordance with, any requirements imposed by:
(a) the Investment Company Act and any rules and regulations
promulgated thereunder;
(b) any other applicable provisions of law;
(c) the Articles of Incorporation of the Company as amended
from time to time;
(d) the Bylaws of the Company as amended from time to time;
(e) the Multiple Class Plan of the Company as amended from
time to time; and
(f) the registration statement(s) of the Company, as amended
from time to time, filed under the Securities Act of 1933 and the
Investment Company Act.
3. Board Supervision. All of the functions undertaken by the
Investment Manager hereunder shall at all times be subject to the
direction of the Board of Directors, its executive committee, or
any committee or officers of the Company acting under the authority
of the Board of Directors.
4. Payment of Expenses. The Investment Manager will pay all
of the expenses of each class of each Fund, other than interest,
taxes, brokerage commissions, extraordinary expenses, the fees and
expenses of the Independent Directors (including counsel fees), and
expenses incurred in connection with the provision of shareholder
services and distribution services under a plan adopted pursuant
to Rule 12b-1 under the Investment Company Act. The Investment
Manager will provide the Company with all physical facilities and
personnel required to carry on the business of each class of each
Fund that it shall manage, including but not limited to office
space, office furniture, fixtures and equipment, office supplies,
computer hardware and software and salaried and hourly paid
personnel. The Investment Manager may at its expense employ
others to provide all or any part of such facilities and personnel.
5. Account Fees. The Company, by resolution of the Board of
Directors, including a majority of the Independent Directors, may
from time to time authorize the imposition of a fee as a direct
charge against shareholder accounts of any class of one or more
of the Funds, such fee to be retained by the Company or to be
paid to the Investment Manager to defray expenses which would
otherwise be paid by the Investment Manager in accordance with
the provisions of paragraph 4 of this Agreement. At least sixty
days prior written notice of the intent to impose such fee must
be given to the shareholders of the affected Fund or Fund class.
6. Management Fees.
(a) In consideration of the services provided by the
Investment Manager, each class of each Fund shall pay to the
Investment Manager a management fee that is calculated as
described in this Section 6 using the fee schedules set forth
on Schedule A.
(b) Definitions
(1) An “Investment Team” is the Portfolio Managers that
the Investment Manager has designated to manage a given
portfolio.
(2) An “Investment Strategy” is the processes and policies
implemented by the Investment Manager for pursuing a particular
investment objective managed by an Investment Team.
(3) A “Primary Strategy Portfolio” is each Fund, as well
as any other series of any other registered investment company
for which the Investment Manager, or an affiliated investment
advisor, serves as the investment manager and for which American
Century Investment Services, Inc. serves as the distributor.
(4) A “Secondary Strategy Portfolio” of a Fund is another
account managed by the Investment Manager that is managed by
the same Investment Team but is not a Primary Strategy
Portfolio.
(5) The “Secondary Strategy Share Ratio” of a Fund is
calculated by dividing the net assets of the Fund by the sum
of the net assets of the Primary Strategy Portfolios that share
a common Investment Strategy.
(6) The “Secondary Strategy Assets” of a Fund is the sum
of the net assets of the Fund’s Secondary Strategy Portfolios
multiplied by the Fund’s Secondary Strategy Share Ratio.
(7) The “Investment Strategy Assets” of a Fund is the sum
of the net assets of the Fund and the Fund’s Secondary Strategy
Assets.
(8) The “Per Annum Fee Dollar Amount” is the dollar amount
resulting from applying the applicable Fee Schedule for a class
of a Fund using the Investment Strategy Assets.
(9) The “Per Annum Fee Rate” for a class of a Fund is the
percentage rate that results from dividing the Per Annum Fee
Dollar Amount for the class of a Fund by the Investment
Strategy Assets of the Fund.
(c) Daily Management Fee Calculation. For each calendar
day, each class of each Fund shall accrue a fee calculated by
multiplying the Per Annum Fee Rate for that class by the net
assets of the class on that day, and further dividing that
product by 365 (366 in leap years).
(d) Monthly Management Fee Payment. On the first business
day of each month, each class of each Fund shall pay the management
fee to the Investment Manager for the previous month. The fee for
the previous month shall be the sum of the Daily Management Fee
Calculations for each calendar day in the previous month.
(e) Additional Series or Classes. In the event that the Board
of Directors shall determine to issue any additional series or
classes of shares for which it is proposed that the Investment
Manager serve as investment manager, the Company and the Investment
Manager may enter into an Addendum to this Agreement setting forth
the name of the series and/or classes, the fee schedule for each and
such other terms and conditions as are applicable to the management
of such series and/or classes, or, in the alternative, enter into
a separate management agreement that relates specifically to such
series and/or classes of shares.
7. Subcontracts. In rendering the services to be provided
pursuant to this Agreement, the Investment Manager may, from time
to time, engage or associate itself with such persons or entities
as it determines is necessary or convenient in its sole discretion
and may contract with such persons or entities to obtain information,
investment advisory and management services, or such other services
as the Investment Manager deems appropriate. Any fees, compensation
or expenses to be paid to any such person or entity shall be paid by
the Investment Manager, and no obligation to such person or entity
shall be incurred on behalf of the Company. Any arrangement entered
into pursuant to this paragraph shall, to the extent required by law,
be subject to the approval of the Board of Directors, including
a majority of the Independent Directors, and the shareholders of
the Company.
8. Continuation of Agreement. This Agreement shall become
effective for each Fund as of the date first set forth above
(the “Effective Date”) and shall continue in effect for each
Fund for a period of two years from the Effective Date, unless
sooner terminated as hereinafter provided, and shall continue
in effect from year to year thereafter for each Fund only as
long as such continuance is specifically approved at least annually
(i) by either the Board of Directors or by the vote of a majority
of the outstanding voting securities of such Fund, and (ii) by the
vote of a majority of the Directors who are not parties to the
Agreement or interested persons of any such party, cast in person
at a meeting called for the purpose of voting on such approval.
The annual approvals provided for herein shall be effective to
continue this Agreement from year to year if given within a period
beginning not more than 90 days prior to the date on which it would
otherwise terminate in each applicable year, notwithstanding the
fact that more than 365 days may have elapsed since the date on
which such approval was last given.
9. Termination. This Agreement may be terminated, with
respect to any Fund, by the Investment Manager at any time
without penalty upon giving the Company 60 days’ written notice,
and may be terminated, with respect to any Fund, at any time
without penalty by the Board of Directors or by vote of a majority
of the outstanding voting securities of each class of such Fund
on 60 days’ written notice to the Investment Manager.
10. Effect of Assignment. This Agreement shall automatically
terminate with respect to any Fund in the event of its assignment
by the Investment Manager. The term “assignment” for this purpose
has the meaning defined in Section 2(a)(4) of the Investment
Company Act.
11. Other Activities. Nothing herein shall be deemed to limit
or restrict the right of the Investment Manager, or the right of
any of its officers, directors or employees (who may also be
a Director, officer or employee of the Company), to engage in any
other business or to devote time and attention to the management
or other aspects of any other business, whether of a similar or
dissimilar nature, or to render services of any kind to any other
corporation, firm, individual or association.
12. Standard of Care. In the absence of willful misfeasance,
bad faith, gross negligence, or reckless disregard of its
obligations or duties hereunder on the part of the Investment
Manager, it, as an inducement to it to enter into this Agreement,
shall not be subject to liability to the Company or to any
shareholder of the Company for any act or omission in the course
of, or connected with, rendering services hereunder or for any
losses that may be sustained in the purchase, holding or sale of
any security.
13. Separate Agreement. The parties hereto acknowledge that
certain provisions of the Investment Company Act, in effect, treat
each series of shares of an investment company as a separate
investment company. Accordingly, the parties hereto hereby
acknowledge and agree that, to the extent deemed appropriate
and consistent with the Investment Company Act, this Agreement
shall be deemed to constitute a separate agreement between the
Investment Manager and each Fund.
14. Use of the Name “American Century”. The name “American
Century” and all rights to the use of the name “American Century”
are the exclusive property of American Century Proprietary Holdings,
Inc. (“ACPH”). ACPH has consented to, and granted a non-exclusive
license for, the use by the Company of the name “American Century”
in the name of the Company and any Fund. Such consent and
non-exclusive license may be revoked by ACPH in its discretion
if ACPH, the Investment Manager, or a subsidiary or affiliate of
either of them is not employed as the investment adviser of each
Fund. In the event of such revocation, the Company and each Fund
using the name “American Century” shall cease using the name
“American Century” unless otherwise consented to by ACPH or any
successor to its interest in such name.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
duly executed by their respective duly authorized officers to be
effective as of the day and year first above written.
AMERICAN CENTURY INVESTMENT
AMERICAN CENTURY MUTUAL FUNDS,
MANAGEMENT, INC. INC.
/s/Xxxxx X. Xxxxxxxxxx
/s/Xxxxxxx X. Xxxxxxxxxxx
Xxxxx X. Xxxxxxxxxx Xxxxxxx X. Xxxxxxxxxxx
Vice President
Senior Vice President
Schedule A
Fee Schedules
Series Investment Strategy Fee Schedule by Class
Assets Inves- Institu- A B C R
tor tional
Ultra Fund First $2.5 billion 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% 0.995% 0.995% 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% 0.980% 0.980% 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% 0.970% 0.970% 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% 0.960% 0.960% 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% 0.950% 0.950% 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% 0.940% 0.940% 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% 0.930% 0.930% 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% 0.920% 0.920% 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% 0.910% 0.910% 0.910%
Next $5 billion 0.900% 0.700% 0.900% 0.900% 0.900% 0.900%
Over $30 billion 0.800% 0.600% 0.800% 0.800% 0.800% 0.800%
Vista Fund All Assets 1.000% 0.800% 1.000% n/a n/a 1.000%
Heritage Fund All Assets 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Giftrust Fund All Assets 1.000% n/a n/a n/a n/a n/a
New Opportunities
Fund First $250 million 1.500% n/a n/a n/a n/a n/a
Next $250 million 1.250% n/a n/a n/a n/a n/a
Next $250 million 1.150% n/a n/a n/a n/a n/a
Over $750 million 1.100% n/a n/a n/a n/a n/a
Growth Fund First $2.5 billion 1.000% 0.800% 1.000% n/a n/a 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% n/a n/a 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% n/a n/a 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% n/a n/a 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% n/a n/a 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% n/a n/a 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% n/a n/a 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% n/a n/a 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% n/a n/a 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% n/a n/a 0.910%
Next $5 billion 0.900% 0.700% 0.900% n/a n/a 0.900%
Over $30 billion 0.800% 0.600% 0.800% n/a n/a 0.800%
Select Fund First $2.5 billion 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% 0.995% 0.995% 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% 0.980% 0.980% 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% 0.970% 0.970% 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% 0.960% 0.960% 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% 0.950% 0.950% 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% 0.940% 0.940% 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% 0.930% 0.930% 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% 0.920% 0.920% 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% 0.910% 0.910% 0.910%
Next $5 billion 0.900% 0.700% 0.900% 0.900% 0.900% 0.900%
Over $30 billion 0.800% 0.600% 0.800% 0.800% 0.800% 0.800%
Capital Growth
Fund First $2.5 billion 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% 0.995% 0.995% 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% 0.980% 0.980% 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% 0.970% 0.970% 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% 0.960% 0.960% 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% 0.950% 0.950% 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% 0.940% 0.940% 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% 0.930% 0.930% 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% 0.920% 0.920% 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% 0.910% 0.910% 0.910%
Next $5 billion 0.900% 0.700% 0.900% 0.900% 0.900% 0.900%
Over $30 billion 0.800% 0.600% 0.800% 0.800% 0.800% 0.800%
Small Cap
Growth Fund First $250 million 1.500% 1.300% 1.500% 1.500% 1.500% 1.500%
Next $250 million 1.250% 1.050% 1.250% 1.250% 1.250% 1.250%
Next $250 million 1.150% 0.950% 1.150% 1.150% 1.150% 1.150%
Over $750 million 1.100% 0.900% 1.100% 1.100% 1.100% 1.100%
Veedot Fund First $500 million 1.250% 1.050% n/a n/a n/a n/a
Next $500 million 1.100% 0.900% n/a n/a n/a n/a
Over $1 billion 1.000% 0.800% n/a n/a n/a n/a
Balanced Fund First $1 billion 0.900% 0.700% n/a n/a n/a n/a
Over $1 billion 0.800% 0.600% n/a n/a n/a n/a
Capital Value
Fund First $500 million 1.100% 0.900% 1.100% n/a n/a n/a
Next $500 million 1.000% 0.800% 1.000% n/a n/a n/a
Over $1 billion 0.900% 0.700% 0.900% n/a n/a n/a
Fundamental Equity
Fund First $2.5 billion 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% 0.995% 0.995% 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% 0.980% 0.980% 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% 0.970% 0.970% 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% 0.960% 0.960% 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% 0.950% 0.950% 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% 0.940% 0.940% 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% 0.930% 0.930% 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% 0.920% 0.920% 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% 0.910% 0.910% 0.910%
Next $5 billion 0.900% 0.700% 0.900% 0.900% 0.900% 0.900%
Over $30 billion 0.800% 0.600% 0.800% 0.800% 0.800% 0.800%
Focused Growth
Fund First $2.5 billion 1.000% 0.800% 1.000% 1.000% 1.000% 1.000%
Next $2.5 billion 0.995% 0.795% 0.995% 0.995% 0.995% 0.995%
Next $2.5 billion 0.980% 0.780% 0.980% 0.980% 0.980% 0.980%
Next $2.5 billion 0.970% 0.770% 0.970% 0.970% 0.970% 0.970%
Next $2.5 billion 0.960% 0.760% 0.960% 0.960% 0.960% 0.960%
Next $2.5 billion 0.950% 0.750% 0.950% 0.950% 0.950% 0.950%
Next $2.5 billion 0.940% 0.740% 0.940% 0.940% 0.940% 0.940%
Next $2.5 billion 0.930% 0.730% 0.930% 0.930% 0.930% 0.930%
Next $2.5 billion 0.920% 0.720% 0.920% 0.920% 0.920% 0.920%
Next $2.5 billion 0.910% 0.710% 0.910% 0.910% 0.910% 0.910%
Next $5 billion 0.900% 0.700% 0.900% 0.900% 0.900% 0.900%
Over $30 billion 0.800% 0.600% 0.800% 0.800% 0.800% 0.800%
NT Growth Fund First $2.5 billion n/a 0.800% n/a n/a n/a n/a
Next $2.5 billion n/a 0.795% n/a n/a n/a n/a
Next $2.5 billion n/a 0.780% n/a n/a n/a n/a
Next $2.5 billion n/a 0.770% n/a n/a n/a n/a
Next $2.5 billion n/a 0.760% n/a n/a n/a n/a
Next $2.5 billion n/a 0.750% n/a n/a n/a n/a
Next $2.5 billion n/a 0.740% n/a n/a n/a n/a
Next $2.5 billion n/a 0.730% n/a n/a n/a n/a
Next $2.5 billion n/a 0.720% n/a n/a n/a n/a
Next $2.5 billion n/a 0.710% n/a n/a n/a n/a
Next $5 billion n/a 0.700% n/a n/a n/a n/a
Over $30 billion n/a 0.600% n/a n/a n/a n/a
NT Vista Fund All Assets n/a 0.800% n/a n/a n/a n/a
