EXPENSE LIMITATION AGREEMENT
Exhibit
h 9 (b)
As of
August 1, 2009
Board of
Trustees
00
Xxxxxxx Xxxxxx
Xxx Xxxx,
XX 00000
MainStay
Balanced Fund, All Classes
Dear
Board of Trustees:
(1) This
letter will confirm our intent that in the event the annualized ratio of total
ordinary fund operating expenses (excluding taxes, interest, litigation,
extraordinary expenses, brokerage and other transaction expenses relating to the
purchase or sale of portfolio investments and the fees and expenses of any other
fund in which the Funds invest) to average daily net assets of the Class A
shares of the MainStay Balanced Fund (the “Fund”), calculated daily in
accordance with generally accepted accounting principles consistently applied,
exceeds 1.28 %, we will assume a portion of the Fund’s operating expenses in the
amount of such excess. An equivalent reduction will apply to the
other share classes of the Fund.
We
authorize the Fund and the administrator to reduce our monthly management fees
or reimburse the monthly expenses of the appropriate Classes of the Fund to the
extent necessary to effectuate the limitations stated in this Section (1),
consistent with the method set forth in Section (4) below. We
authorize the Fund and its administrator to request funds from us as necessary
to implement the limitations stated in this Section (1). We will pay
to the Fund or Classes any such amounts, consistent with the method set forth in
Section (4) below, promptly after receipt of such request.
(2) The
expense caps set forth in this Agreement are effective for a one-year period
from August 1, 2009 through July 31, 2010.
(3) The
foregoing expense limitations supersede any prior agreement regarding expense
limitations. Each expense limitation is an annual, not monthly,
expense limitation, and is based on the fiscal years of the
Funds. Consequently, if the amount of expenses accrued during a month
is less than an expense limitation, the following shall apply: (i) we shall be
reimbursed by the respective Fund(s) or Class(es) in an amount equal to such
difference, consistent with the method set forth in Section (4) below, but not
in an amount in excess of any deductions and/or payments previously made during
the year; and (ii) to the extent reimbursements are not made pursuant to
Sub-Section 3(i), the Fund(s) and/or Classes shall establish a credit to be used
in reducing deductions and/or payments which would otherwise be made in
subsequent months of the year. We shall be entitled to recoupment from a Fund or
Class of any fee waivers or expense reimbursements pursuant to this arrangement
consistent with the method set forth in Section (4) below, if such action does
not cause the Fund or Class to exceed existing expense limitations, and the
reimbursement is made in the one-year term of this Agreement during which we
incurred the expense.
(4) Any
amount of fees or expenses waived, paid or reimbursed pursuant to the terms of
this Agreement shall be allocated among the Classes of shares of the Fund in
accordance with the terms of the Fund’s multiple class plan pursuant to Rule
18f-3 under the Investment Company Act of 1940, as amended (the “18f-3
Plan”). To this end, the benefit of any waiver or reimbursement of
any management fee and any other “Fund Expense,” as such term is defined in the
18f-3 Plan, shall be allocated to all shares of the Funds based on net asset
value, regardless of Class.
This
Agreement shall in all cases be interpreted in a manner consistent with the
requirements of Revenue Procedure 96-47, 1996-2 CB 338, and Revenue Procedure
99-40, I.R.B. 1999-46, 565 so as to avoid any possibility that a Fund is deemed
to have paid a preferential dividend. In the event of any conflict
between any other term of this Agreement and this Section (4), this Section (4)
shall control.
* * *
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NEW
YORK LIFE INVESTMENT MANAGEMENT LLC
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By:
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/s/ Xxxxx X. Xxxxx
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Xxxxx
X. Xxxxx
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Executive
Vice President
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ACKNOWLEDGED:
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By:
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/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx
X. Xxxxxx
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President
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