ECLIPSE FUNDS AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT AGREEMENT
Exhibit
d 1 (c)
AMENDMENT
TO THE
AMENDED
AND RESTATED MANAGEMENT AGREEMENT
This
Amendment (the “Amendment”) to the Amended and Restated Management Agreement is
made as of the 30th day of October, 2009, by and between Eclipse Funds, a
Massachusetts business trust (the “Trust”), and New York Life Investment
Management LLC, a
Delaware limited liability company (“NYLIM” or the “Manager”).
WHEREAS, the parties hereto have
entered into an Amended and Restated Management Agreement dated August 1, 2008,
as amended (the “Management Agreement”); and
NOW, THEREFORE, for good and adequate
consideration, the receipt of which is hereby acknowledged, the parties hereto
agree to amend the Agreement to reflect a name change for the Small Company
Value Fund, effective as of the close of business on October 30, 2009, as
follows:
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1.
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Schedule
A of the Agreement is hereby deleted in its entirety and replaced with the
attached Schedule A.
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IN
WITNESS WHEREOF, the parties have executed this Amendment to be effective as of
the date first written above.
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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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Name:
Xxxxx X. Xxxxx
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Title:
Executive Vice President
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By:
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/s/ Xxxxxxx X. Xxxxxx
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Name:
Xxxxxxx X. Xxxxxx
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Title:
President
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SCHEDULE
A
(As
of the close of business on October 30, 2009)
For all
services rendered by the Manager hereunder, each Fund of the Trust shall pay the
Manager and the Manager agrees to accept as full compensation for all services
rendered hereunder, an annual fee equal to the following:
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FUND
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ANNUAL RATE
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Balanced
Fund
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0.700%
on assets up to $1 billion;
0.650%
on assets from $1 to $2 billion; and
0.600%
on assets in excess of $2 billion
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U.S.
Small Cap Fund
(formerly
Small Company Value Fund)
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0.850%
on assets up to $1 billion; and
0.800%
on assets in excess of $1
billion
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