AMENDMENT NO. 9
to the
COMBINED INVESTMENT ADVISORY AGREEMENT
Amendment, as of May 16, 2006, to the Combined Investment
Advisory Agreement dated June 13, 2003 (the Agreement) among Munder
Series Trust (MST), on behalf of each of its series, and Munder Series Trust
II (MST II) (f/k/a The Munder Framlington Funds Trust), on behalf of each
of its series, and Munder Capital Management (Advisor), a Delaware partnership.
WHEREAS, the parties each desire to amend the Agreement to
reduce the investment advisory fee payable with respect to the Liquidity Money
Market Fund;
WHEREAS, World Asset Management, a division of the Advisor,
is the investment adviser to the Munder Index 500 Fund, the Munder S&P
MidCap Index Equity Fund, and the Munder S&P SmallCap Index Equity
Fund (collectively, the Index Funds);
WHEREAS, the Agreement is substantially similar in all material respects
to the Investment Advisory Agreement dated April 30, 2003 between MST, on
behalf of the Index Funds, and World Asset Management, including the investment
advisory fees payable by the Index Funds;
WHEREAS, the parties each desire to amend the Agreement to add
references to the Index Funds; and
WHEREAS, the Advisor, MST, and MST II wish to update Schedule A and
Schedule B2 to the Agreement to reflect the change in the investment advisory
fee for the Liquidity Money Market Fund and to add references
to the Index Funds,
as reflected below.
NOW THEREFORE, in consideration of the promises and covenants contained
herein, the Advisor, MST, and MST II agree to amend the Agreement as follows:
1. Schedule A to the Agreement is hereby deleted in its entirety and replaced
with the attached Schedule A dated as of May 16, 2006.
2. Schedule B2 to the Agreement is hereby deleted in its entirety and replaced
3. with the attached Schedule B2 dated as of May 16, 2006.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their officers designated below as of
the date first set forth above.
MUNDER SERIES TRUST
MUNDER SERIES TRUST II MUNDER CAPITAL MANAGEMENT
By: By:
Xxxxxxx X. Xxxxxxxxxxx Xxxxx X. Xxxxxxx
Vice President and Secretary Chief Administrative Officer
SCHEDULE A
May 16, 2006
Munder Series Trust
Institutional Money Market Fund
Liquidity Money Market Fund
Munder Asset Allocation Fund Balanced
Munder Bond Fund
Munder Cash Investment Fund
Munder Energy Fund
Munder Index 500 Fund
Munder Intermediate Bond Fund
Munder International Bond Fund
Munder International Equity Fund
Munder Internet Fund
Munder Large-Cap Core Growth Fund
Munder Large-Cap Value Fund
Munder Micro-Cap Equity Fund
Munder Mid-Cap Core Growth Fund
Munder Real Estate Equity Investment Fund
Munder S&P MidCap Index Equity Fund
Munder S&P SmallCap Index Equity Fund
Munder Small-Cap Value Fund
Munder Small-Mid Cap Fund
Munder Tax-Free Money Market Fund
Munder Tax-Free Short & Intermediate Bond Fund
Munder Technology Fund
Munder Series Trust II
Munder Healthcare Fund
SCHEDULE B2
As of May 16, 2006
Annual Fees
(as a Percentage of Average
Daily Net Assets)
Institutional Money Market Fund
0.20%
Liquidity Money Market Fund
0.20%
Munder Asset Allocation Fund Balanced
0.65%
Munder Bond Fund
0.50% of the first $1 billion
of average daily net assets;
and 0.45% of average daily
net assets in excess of $1
billion
Munder Cash Investment Fund
0.35%
Munder Index 500 Fund
0.20% of the first $250
million; 0.12% of the next
$250 million; 0.07% of net
assets in excess of $500
million
Munder Intermediate Bond Fund
0.50% of the first $1 billion
of average daily net assets;
and 0.45% of average daily
net assets in excess of $1
billion
Munder International Bond Fund
0.50%
Munder International Equity Fund
0.75%
Munder Large-Cap Core Growth Fund
0.75% of the first $1 billion
of average daily net assets;
0.725% of average daily net
assets from $1 billion to $2
billion; and 0.70% of average
daily net assets in excess of $2
billion
Munder Large-Cap Value Fund
0.75% of the first $100
million of average daily net
assets; and 0.70% of average
daily net assets in excess of
$100 million
Munder Mid-Cap Core Growth Fund
0.75%
Munder Real Estate Equity Investment Fund
0.74%
Munder S&P MidCap Index Equity Fund
0.15%
Munder S&P SmallCap Index Equity Fund
0.15%
Munder Small-Cap Value Fund
0.75%
Munder Small-Mid Cap Fund
0.75%
Munder Tax-Free Money Market Fund
0.35%
Munder Tax-Free Short & Intermediate Bond Fund
0.50% of the first $200
million of average daily net
assets; and 0.40% of average
daily net assets in excess of
$200 millionITEM 77.Q.1.(e)
