Contract
EX-23.d.1.b
AGREEMENT made as of the
_th day
of December 2009, by and between Genworth Variable Insurance Trust, a Delaware
statutory trust (the “Trust), on behalf of each of its series listed on Schedule
A hereto (each, a “Fund” and, together, the “Funds”), and Genworth Financial
Wealth Management, Inc., a California corporation (the “Advisor”).
WHEREAS, the Advisor has
entered into an Investment Advisory Agreement (the “Investment Advisory
Agreement”) with the Trust, on behalf of each of the Funds, pursuant to which
the Advisor provides, or arranges for the provision of, investment advisory
services to each Fund, and for which it is compensated based on the average
daily net assets of each such Fund;
WHEREAS, the Trust and the
Advisor have determined that it is appropriate and in the best interests of each
Fund and its shareholders to limit the total expenses of each Fund to the amount
provided for each Fund on Schedule A hereto, as may be amended from time to
time;
NOW, THEREFORE, in
consideration of the mutual promises and agreements herein contained and other
good and valuable consideration, the receipt of which is hereby acknowledged,
the parties hereto, intending to be legally bound, do hereby agree as
follows:
1. FEE
WAIVER AND EXPENSE ASSUMPTION.
The
Advisor hereby agrees to waive all or a portion of its advisory fees and, if
necessary, to assume certain other expenses (to the extent permitted by the
Internal Revenue Code of 1986, as amended) of each Fund, to the extent necessary
ensure that net annual fund operating expenses (excluding Distribution (12b-1)
Fees, Administrative Service Fees, taxes, interest, trading costs, acquired fund
expenses, expenses paid with securities lending expense offset credits and
non-routine expenses) do not exceed a specified percentage of the average daily
net assets of the Fund, as indicated in Schedule A to this
Agreement.
2. REIMBURSEMENT.
The
Trust, on behalf of each Fund, agrees to repay the Advisor any waived fees or
expenses assumed for the Fund in later periods; provided, however, that the
repayment shall be payable only to the extent that it (1) can be made during the
three years following the time at which the Advisor waived fees or assumed
expenses for the Fund under this Agreement, and (2) can be repaid without
causing the Total Annual Fund Operating Expenses (excluding amounts paid under
any Rule 12b-1 Plan or Administrative Services Plan, taxes, interest, trading
costs, acquired fund expenses, expense offset amounts and non-routine expenses)
of the Fund to exceed any applicable expense limitation that was in place for
the Fund at the time of the waiver/assumption of expenses. The Trust
agrees to furnish or otherwise make available to the Advisor such copies of its
financial statements, reports, and other information relating to
its
business
and affairs as the Advisor may, at any time or from time to time, reasonably
request in connection with this Agreement.
3. ASSIGNMENT.
This
Agreement may not be assigned by the Advisor without the prior consent of the
Trust.
4. DURATION
AND TERMINATION.
This
Agreement supersedes and replaces any agreement currently in effect for the
Funds and shall remain in effect for an initial period commencing on the
effective date of this Agreement and ending on May 1, 2011, and shall continue
in effect from year to year thereafter for any Fund upon mutual agreement of the
Trust and the Advisor.
The
parties hereto have caused this Agreement to be effective as of the date first
written above.
By:
_________________________
Name and
Title: Xxxxxx X. Xxxxxx, President
GENWORTH
FINANCIAL WEALTH MANAGEMENT, INC.
By:
_________________________
Name and
Title: Xxxxxxxx X. Xxxxxxxxx, Co-Chairman
SCHEDULE
A
|
Fund
|
Expense
Limit*
|
|
Genworth
40/60 Index Allocation Fund
|
0.18%
|
|
Genworth
60/40 Index Allocation Fund
|
0.18%
|
|
Genworth
Moderate Allocation Fund
|
0.14%
|
|
Genworth
Growth Allocation Fund
|
0.12%
|
|
Genworth
Calamos Growth Fund
|
0.90%
|
|
Genworth
Columbia Mid Cap Value Fund
|
0.75%
|
|
Genworth
Xxxxx NY Venture Fund
|
0.65%
|
|
Genworth
Xxxxx Xxxxx Large Cap Value Fund
|
0.65%
|
|
Genworth
Xxxxxxx Xxxxx Enhanced Core Bond Index
Fund
(formerly,
Genworth Western Asset Management Core Plus Fixed Income
Fund)
|
0.45%
|
|
Genworth
Xxxx Xxxxx ClearBridge Aggressive Growth
Fund
(formerly,
Genworth Xxxx Xxxxx Partners Aggressive Growth Fund)
|
0.60%
|
|
Genworth
PIMCO StocksPLUS Fund
|
0.50%
|
|
Genworth
Xxxxxx International Capital Opportunities Fund
|
0.85%
|
|
Genworth
Xxxxxxxxx International Value Fund
|
0.80%
|
* As a
annual percentage of the Fund’s average daily net
assets.
