FORM OF
Exhibit 99.B(d)(2)(A)(iii)
Directed Services LLC
0000 Xxxxxxxx Xxxxx, Xxxx Xxxxxxx, XX 00000
FORM OF
August 20, 2008
Xxxxxx Xxx
X. Xxxx Price Associates, Inc.
000 Xxxx Xxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Dear Xx. Xxx:
Pursuant to Section 1 of the Portfolio Management Agreement dated October 24, 1997, as amended, among ING Investors Trust, Directed Services LLC and X. Xxxx Price Associates, Inc. (the “Agreement”) we hereby notify you of our intention to retain you as Sub-Adviser to render investment advisory services to ING X. Xxxx Price Personal Strategy Growth Portfolio, a series of ING Investors Trust (the “Portfolio”), effective August 20, 2008 upon all of the terms and conditions set forth in the Agreement. Upon your acceptance, the Agreement will be modified to give effect to the foregoing by amending the Amended Schedule A and the Amended Schedule B of the Agreement. The Amended Schedule A, which lists the series subject to the Agreement, and the Amended Schedule B, with the annual sub-advisory fees indicated for the Portfolio are attached hereto.
Please signify your acceptance to act as Sub-Adviser for the Portfolio under the Agreement by signing below.
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Very sincerely, |
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Xxxx Xxxxx |
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Vice President |
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Directed Services LLC |
ACCEPTED AND AGREED TO:
X. Xxxx Price Associates, Inc.
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By: |
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Name: |
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Title: |
, Duly Authorized |
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1
FORM OF
AMENDED SCHEDULE A
The Series of ING Investors Trust (formerly The GCG Trust) as described in Section 1 of the attached Portfolio Management Agreement, to which X. Xxxx Price Associates, Inc. shall act as Portfolio Manager are as follows:
ING X. Xxxx Price Capital Appreciation Portfolio
ING X. Xxxx Price Equity Income Portfolio
ING X. Xxxx Price Personal Strategy Growth Portfolio
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FORM OF
AMENDED SCHEDULE B
COMPENSATION FOR SERVICES TO SERIES
For services provided by X. Xxxx Price Associates, Inc. on behalf of the following Series of ING Investors Trust, pursuant to the Portfolio Management Agreement dated October 24, 1997, as amended, the Manager will pay the Portfolio Manager a fee, computed daily(1) and payable monthly, based on the average daily net assets of the Series at the following annual rates:
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SERIES(2) |
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RATE |
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(as a percentage of average daily net assets) |
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ING X. Xxxx Price Capital Appreciation Portfolio |
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Assets up to $500 million: |
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When assets exceed $500 million: |
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When assets exceed $2 billion: |
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When assets exceed $3 billion: |
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ING X. Xxxx Price Equity Income Portfolio |
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0.40% on the first $250 million |
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ING X. Xxxx Price Personal Strategy Growth Portfolio |
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0.50% on the first $100 million |
(1) The fees and transitional credit for ING X. Xxxx Price Capital Appreciation Portfolio will be calculated on a monthly basis based on the average daily net assets for the month.
(2) The fees payable under this Portfolio Management Agreement are subject to a group fee waiver. For purposes of this fee waiver, the assets of the Series will be aggregated with those of ING X. Xxxx Price Diversified Mid Cap Growth Portfolio and ING X. Xxxx Price Growth Equity Portfolio (the “IPI Portfolios”), each a series of ING Partners, Inc. that is managed by an affiliate of the Manager and sub-advised by the Portfolio Manager. Pursuant to the terms of a letter agreement between the Manager and the Portfolio Manager dated December 5, 2001, as amended, the fee waiver will be calculated based on the aggregate assets of the Series and the IPI Portfolios as indicated below and will be applied to any fees payable by a Series. Notwithstanding the reference to the fee waiver in this Amended Schedule B, the terms of the letter agreement shall govern the fee waiver.
· Aggregate assets between $750 million and $1.5 billion = 5% discount
· Aggregate assets between $1.5 billion and $3.0 billion = 7.5% discount
· Aggregate assets greater than $3.0 billion = 10% discount
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Concurrently with payment of the portfolio management fee, the Manager or its agent will provide the Portfolio Manager with a worksheet or such information reasonably necessary to support the calculation of the fees due to it hereunder.
For ING X. Xxxx Price Capital Appreciation Portfolio (the “Capital Appreciation Portfolio”), the Portfolio Manager will provide the Manager a transitional credit to eliminate any discontinuity between the tiered fee schedule and the flat fee once assets exceed $3 billion. The credit will apply at asset levels between $2.93 billion and $3 billion.
To accommodate circumstances where the Capital Appreciation Portfolio’s assets fall beneath $3 billion and to prevent a decline in the Capital Appreciation Portfolio’s assets from causing an increase in the absolute dollar fee, the Portfolio Manager will provide a transitional credit to cushion the impact of reverting to the original tiered fee schedule. This credit will be applied against the fees assessed under the existing fee schedule and will have the effect of reducing the dollar fee until assets either (a) exceed $3 billion, when the flat fee would be triggered or, (b) fall below a threshold of $2.93 billion, where the original fee schedule would be fully re-applied.
The credit is determined by prorating the difference between the tiered fee schedule and the flat fee schedule ($250,000) by the quotient of the difference between current portfolio size for billing purposes and the phase in asset amount ($2.93 billion) over $70 million (which is the difference between $3 billion and the phase in amount). The credit would approach $250,000 annually when the Capital Appreciation Portfolio’s assets were close to $3 billion and fall to zero at $2.93 billion.
The transitional credit is determined as follows:
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Current Portfolio Size for Billing Purposes - $2.93 billion |
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X $250,000 |
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$70,000,000 |
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