AMENDMENT NO. 3 TO
MANAGEMENT AGREEMENT (ADVISOR CLASS)
THIS AMENDMENT NO. 3 TO MANAGEMENT AGREEMENT (ADVISOR CLASS) is made as
of the 3rd day of December, 2001, by and between each of the registered
investment companies that have executed this Amendment below (the "Companies")
and American Century Investment Management, Inc., a Delaware corporation (the
"Investment Manager"). Capitalized terms not otherwise defined herein shall have
the meaning ascribed to them in the Management Agreement (defined below).
WHEREAS, the Companies and the Investment Manager are parties to a
certain Management Agreement (Advisor Class) dated August 1, 1997, as amended
("Agreement"); and
WHEREAS, Short-Term Treasury Fund has merged out of existence; and
WHEREAS, Inflation-Adjusted Treasury Fund and Long-Term Treasury Fund
have changed their names; and
WHEREAS, the parties desire to amend the Agreement to reflect these
changes.
NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:
1. Exhibits A, B, C and D to the Agreement are hereby amended
by deleting the text thereof in their entirety and inserting in lieu
therefor the Exhibits A, B, C and D attached hereto.
2. After the date hereof, all references to the Agreement
shall be deemed to mean the Agreement as amended by this Amendment No.
3.
3. In the event of a conflict between the terms of this
Amendment and the Agreement, it is the intention of the parties that
the terms of this Amendment shall control and the Agreement shall be
interpreted on that basis. To the extent the provisions of the
Agreement have not been amended by this Amendment, the parties hereby
confirm and ratify the Agreement.
4. Except as expressly supplemented, amended or consented to
hereby, all of the representations, warranties, terms, covenants and
conditions of the Agreement shall remain unamended and shall continue
to be in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their respective duly
authorized officers as of the day and year first above written.
AMERICAN CENTURY GOVERNMENT INCOME TRUST
AMERICAN CENTURY INTERNATIONAL BOND FUNDS
AMERICAN CENTURY INVESTMENT TRUST
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS
AMERICAN CENTURY TARGET MATURITIES TRUST
By: /*/Xxxxx X. Xxxxxx
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President of each
Attest: /*/Xxxxx X. Xxxx
Name: Xxxxx X. Xxxx
Title: Assistant Secretary of each
AMERICAN CENTURY INVESTMENT
MANAGEMENT, INC.
By: /*/Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title: Executive Vice President
Attest: /*/Xxxxxxx X. Xxxxxxxxxxx
Name: Xxxxxxx X. Xxxxxxxxxxx
Title: Assistant Secretary
Exhibit A
Registered Investment Companies Subject to Management Agreement
Registered Investment Company and Funds Date
American Century Government Income Trust
Xxxxxx Xxx Fund (formerly GNMA Fund) August 1, 1997
Government Agency Money Market Fund August 1, 1997
Treasury Fund (formerly Intermediate-Term Treasury Fund) August 1, 1997
Government Bond Fund (formerly Long-Term Treasury Fund) August 1, 1997
Short-Term Government Fund August 1, 1997
Inflation-Adjusted Bond Fund (formerly Inflation-Adjusted August 1, 1997
Treasury Fund)
American Century International Bond Funds
International Bond Fund August 1, 1997
American Century Investment Trust
Prime Money Market Fund June 1, 1998
Diversified Bond Fund August 1, 2001
American Century Quantitative Equity Funds
Equity Growth Fund August 1, 1997
Global Gold Fund August 1, 1997
Global Natural Resources Fund August 1, 1997
Income & Growth Fund August 1, 1997
Small Cap Quantitative Fund July 1, 1998
Utilities Fund August 1, 1997
American Century Target Maturities Trust
Target 2005 Fund August 1, 1997
Target 2010 Fund August 1, 1997
Target 2015 Fund August 1, 1997
Target 2020 Fund August 1, 1997
Target 2025 Fund August 1, 1997
Target 2030 Fund September 16, 2000
Dated: December 3, 2001
Exhibit B
Series Investment Categories
Investment Category Series
Money Market Funds Government Agency Money Market Fund
Prime Money Market Fund
Bond Funds Xxxxxx Mae Fund (formerly GNMA Fund)
Treasury Fund (formerly Intermediate-Term Treasury Fund)
International Bond Fund
Government Bond Fund (formerly Long-Term Treasury Fund)
Short-Term Government Fund
Inflation-Adjusted Bond Fund (formerly Inflation-Adjusted
Treasury Fund)
Target 2005 Fund
Target 2010 Fund
Target 2015 Fund
Target 2020 Fund
Target 2025 Fund
Target 2030 Fund
Diversified Bond Fund
Equity Funds Equity Growth Fund
Global Gold Fund
Global Natural Resources Fund
Income & Growth Fund
Small Cap Quantitative Fund
Utilities Fund
Dated: December 3, 2001
Exhibit C
Investment Category Fee Schedules: Money Market Funds
Schedule 1 Funds:
Government Agency Money Market Fund
Category Assets Fee Rate
First $1 billion 0.2500%
Next $1 billion 0.2070%
Next $3 billion 0.1660%
Next $5 billion 0.1490%
Next $15 billion 0.1380%
Next $25 billion 0.1375%
Thereafter 0.1370%
Schedule 2 Funds:
None
Category Assets Fee Rate
First $1 billion 0.2700%
Next $1 billion 0.2270%
Next $3 billion 0.1860%
Next $5 billion 0.1690%
Next $15 billion 0.1580%
Next $25 billion 0.1575%
Thereafter 0.1570%
Schedule 3 Funds:
Prime Money Market Fund
Category Assets Fee Rate
First $1 billion 0.3700%
Next $1 billion 0.3270%
Next $3 billion 0.2860%
Next $5 billion 0.2690%
Next $15 billion 0.2580%
Next $25 billion 0.2575%
Thereafter 0.2570%
Schedule 4 Funds:
none
Category Assets Fee Rate
First $1 billion 0.2300%
Next $1 billion 0.1870%
Next $3 billion 0.1460%
Next $5 billion 0.1290%
Next $15 billion 0.1180%
Next $25 billion 0.1175%
Thereafter 0.1170%
Category Fee Schedules: Bond Funds
Schedule 1 Funds:
Treasury Fund (formerly Intermediate-Term Treasury Fund)
Government Bond Fund (formerly Long-Term Treasury Fund)
Inflation-Adjusted Bond Fund (formerly Inflation-Adjusted Treasury Fund)
Category Assets Fee Rate
First $1 billion 0.2800%
Next $1 billion 0.2280%
Next $3 billion 0.1980%
Next $5 billion 0.1780%
Next $15 billion 0.1650%
Next $25 billion 0.1630%
Thereafter 0.1625%
Schedule 2 Funds:
None
Category Assets Fee Rate
First $1 billion 0.3100%
Next $1 billion 0.2580%
Next $3 billion 0.2280%
Next $5 billion 0.2080%
Next $15 billion 0.1950%
Next $25 billion 0.1930%
Thereafter 0.1925%
Category Fee Schedules: Bond Funds
(continued)
Schedule 3 Funds:
Xxxxxx Xxx Fund (formerly GNMA Fund)
Short-Term Government Fund
Target 2005 Fund
Target 2010 Fund
Target 2015 Fund
Target 2020 Fund
Target 2025 Fund
Target 2030 Fund
Category Assets Fee Rate
First $1 billion 0.3600%
Next $1 billion 0.3080%
Next $3 billion 0.2780%
Next $5 billion 0.2580%
Next $15 billion 0.2450%
Next $25 billion 0.2430%
Thereafter 0.2425%
Schedule 4 Funds:
International Bond Fund
Diversified Bond Fund
Category Assets Fee Rate
First $1 billion 0.6100%
Next $1 billion 0.5580%
Next $3 billion 0.5280%
Next $5 billion 0.5080%
Next $15 billion 0.4950%
Next $25 billion 0.4930%
Thereafter 0.4925%
Category Fee Schedules: Bond Funds (continued)
Schedule 5 Funds:
None
Category Assets Fee Rate
First $1 billion 0.4100%
Next $1 billion 0.3580%
Next $3 billion 0.3280%
Next $5 billion 0.3080%
Next $15 billion 0.2950%
Next $25 billion 0.2930%
Thereafter 0.2925%
Schedule 6 Funds:
None
Category Assets Fee Rate
First $1 billion 0.6600%
Next $1 billion 0.6080%
Next $3 billion 0.5780%
Next $5 billion 0.5580%
Next $15 billion 0.5450%
Next $25 billion 0.5430%
Thereafter 0.5425%
Category Fee Schedules: Equity Funds
Schedule 1 Funds:
Equity Growth Fund
Global Gold Fund
Global Natural Resources Fund
Income & Growth Fund
Utilities Fund
Category Assets Fee Rate
First $1 billion 0.5200%
Next $5 billion 0.4600%
Next $15 billion 0.4160%
Next $25 billion 0.3690%
Next $50 billion 0.3420%
Next $150 billion 0.3390%
Thereafter 0.3380%
Schedule 2 Funds:
Small Cap Quantitative Fund
Category Assets Fee Rate
First $1 billion 0.7200%
Next $5 billion 0.6600%
Next $15 billion 0.6160%
Next $25 billion 0.5690%
Next $50 billion 0.5420%
Next $150 billion 0.5390%
Thereafter 0.5380%
Dated: December 3, 2001
Exhibit D
Complex Fee Schedule
Complex Assets Fee Rate
First $2.5 billion 0.0600%
Next $7.5 billion 0.0500%
Next $15.0 billion 0.0485%
Next $25.0 billion 0.0470%
Next $50.0 billion 0.0460%
Next $100.0 billion 0.0450%
Next $100.0 billion 0.0440%
Next $200.0 billion 0.0430%
Next $250.0 billion 0.0420%
Next $500.0 billion 0.0410%
Thereafter 0.0400%
Dated: December 3, 2001