Letter Agreement
Letter Agreement
August 27, 2013
▇▇▇▇▇▇▇ Fund Services Company
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| Re: | Amended and Restated Administrative Agreement - Section 6.A Compensation of the Manager |
This letter agreement amends the Amended and Restated Administrative Agreement, dated January 1, 2008, between ▇▇▇▇▇▇▇ Investment Company (“RIC”) and ▇▇▇▇▇▇▇ Fund Services Company (“RFSC” or the “Manager”), as amended (the “Agreement”). In order to consolidate prior amendments to Section 6.A. of the Agreement, RIC and RFSC desire to amend and restate Section 6.A of the Agreement as follows:
| 6. | Compensation of the Manager. |
| A. | As consideration for the Manager’s services to the Sub-Trusts, listed below, the Manager shall receive from each of the Sub-Trusts, except the LifePoints Funds Target Date Series 2015 Strategy, 2020 Strategy, 2025 Strategy, 2030 Strategy, 2035 Strategy, 2040 Strategy, 2045 Strategy, 2050 Strategy, 2055 Strategy and In Retirement Funds (the “Target Date Funds”), an annual management fee, accrued daily at the rate of 1/365th of the applicable management fee on each day and payable monthly. The applicable management fee will be based upon ▇▇▇▇▇▇▇ Investment Company average daily net assets (not individual Sub-Trust daily net assets), excluding the Target Date Funds, whereby each tier of ▇▇▇▇▇▇▇ Investment Company average daily net assets has a different basis point fee as set forth below. |
| Fee Schedule |
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| ▇▇▇▇▇▇▇ Investment Company Tiers of Average Daily Net Assets* (in billions of USD) |
Fee in Basis Points | |||
| First $25 ($0 to $25) |
5.00 | |||
| Next $10 (>$25 to $35) |
4.75 | |||
| Next $10 (>$35 to $45) |
4.50 | |||
| Next $10 (>$45 to $55) |
4.00 | |||
| Greater than $55 |
3.50 | |||
| * | Excluding Target Date Funds average daily net assets |
As consideration for the Manager’s services to the Target Date Funds, the Manager shall receive from each of the Target Date Funds an annual management fee of 0.00% of the average daily net assets of each such Sub-Trust.
Sub-Trusts
▇▇▇▇▇▇▇ ▇▇▇▇▇ Duration Bond Fund
▇▇▇▇▇▇▇ Tax Exempt Bond Fund
▇▇▇▇▇▇▇ Global Real Estate Securities Fund
▇▇▇▇▇▇▇ Global Equity Fund
▇▇▇▇▇▇▇ Emerging Markets Fund
▇▇▇▇▇▇▇ U.S. Core Equity Fund
▇▇▇▇▇▇▇ U.S. Small Cap Equity Fund
▇▇▇▇▇▇▇ U.S. Defensive Equity Fund
▇▇▇▇▇▇▇ International Developed Markets Fund
▇▇▇▇▇▇▇ Investment Grade Bond Fund
▇▇▇▇▇▇▇ Strategic Bond Fund
▇▇▇▇▇▇▇ Tax-Managed U.S. Large Cap Fund
▇▇▇▇▇▇▇ Commodity Strategies Fund
▇▇▇▇▇▇▇ Global Opportunistic Credit Fund
▇▇▇▇▇▇▇ Global Infrastructure Fund
▇▇▇▇▇▇▇ Multi-Strategy Alternative Fund
▇▇▇▇▇▇▇ U.S. Strategic Equity Fund
▇▇▇▇▇▇▇ U.S. Large Cap Equity Fund
▇▇▇▇▇▇▇ U.S. Mid Cap Equity Fund
▇▇▇▇▇▇▇ Tax-Managed U.S. Mid & Small Cap Fund
▇▇▇▇▇▇▇ U.S. Dynamic Equity Fund
▇▇▇▇▇▇▇ Strategic Call Overwriting Fund
Conservative Strategy
Balanced Strategy
Moderate Strategy
Growth Strategy
Equity Growth Strategy
2015 Strategy
2020 Strategy
2025 Strategy
2030 Strategy
2035 Strategy
2040 Strategy
2045 Strategy
2050 Strategy
2055 Strategy
In Retirement
2017 Retirement Distribution – A Shares
2017 Retirement Distribution – S Shares
If this agreement is acceptable to you, please sign below to indicate your acceptance and agreement.
| Sincerely, | ||
| ▇▇▇▇▇▇▇ INVESTMENT COMPANY | ||
| By: | /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | ||
| Treasurer and Chief Accounting Officer | ||
| Accepted and Agreed: | ||
| ▇▇▇▇▇▇▇ FUND SERVICES COMPANY | ||
| By: | /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |
| ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | ||
| President and Chief Executive Officer | ||