ADDENDUM TO INVESTMENT ADVISORY AGREEMENT
The Investment Advisory Agreement (the "Agreement"), made the 8th day of
March, 1990 and amended the 15th day of May, 1995, the 19th day of November,
1997, the 29th day of March, 1999, and the 15th day of March, 2002, between the
OneAmerica Funds, Inc. (the "Fund"), a Maryland corporation, and American United
Life Insurance Company(R) (the "Adviser" or "AUL"), a life insurance company
domiciled in Indiana, is hereby amended by the addition of the provisions set
forth in this addendum to the Agreement, which is made this 21th day of March,
2003.
WITNESSETH:
WHEREAS, the Fund has appointed American United Life Insurance Company(R)
to serve as the Investment Adviser to the Fund under the terms and conditions of
the Agreement; and
WHEREAS, the Fund has agreed to made certain payments to AUL for performing
the services set forth in the Agreement.
NOW THEREFORE, in consideration of the mutual promises and covenants
contained in this Addendum, it is agreed between the parties hereto as follows:
Paragraph Six (6) "Compensation" of the Agreement is hereby amended by this
Addendum to read as follows:
6. Compensation. In consideration of the services to be rendered by the
Adviser under this Agreement, the Fund shall pay the Adviser a fee with
respect to each of the OneAmerica Value, OneAmerica Investment Grade Bond,
OneAmerica Money Market, and OneAmerica Asset Director Portfolios,
calculated and accrued daily and paid each month, (or on a pro-rata basis
for any portion of a month for which such services are provided) according
to the following formula: (A) an amount at an annual rate of: 0.50% of the
average daily net assets of the OneAmerica Value Portfolio, the OneAmerica
Investment Grade Bond Portfolio and the OneAmerica Asset Director
Portfolio, 0.40% of the average daily net assets of the OneAmerica Money
Market Portfolio; (B) minus, until the Termination of the Expense
Assumption Agreement, the amount by which the Portfolio's aggregate
ordinary operating expenses exceed 1.0% (plus any distribution fee paid
pursuant to a 12b-1 agreement) of the Portfolio's average daily net assets
during the year, but in no event more than the amount described in (A),
above (the "Reduced Amount"), if any; and (C) plus, if the aggregate
ordinary operating expenses of the Portfolio (excluding any distribution
fee paid pursuant to a 12b-1 agreement) are less than 1.0% of the
Portfolio's average daily net assets during the year and if this Agreement
is still in effect, the lesser of (i) any Reduced Amount attributable to
any of the preceding five years that has not been previously reflected in a
fee increase received by the Adviser, with such Reduced Amounts considered
in the chronological order of their occurrence, or (ii) an amount which,
when added to the Portfolio's other ordinary operating expenses, will cause
the Portfolio's total ordinary operating expenses to equal 1.0% of the
Portfolio's average daily net assets during the year. For purposes of this
provision, ordinary operating expenses shall not include interest, taxes,
brokerage commissions, legal claims and liabilities, litigation costs and
indemnification payments in connection with litigation, and other
extraordinary expenses.
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be
executed by their officers designated below on the date written above.
On Behalf of ONEAMERICA FUNDS, INC.
__________________________________ ____________________________________
ATTEST: Xxxx X. Xxxxxx R. Xxxxxxx Xxxxxxxxx
Assistant Secretary to the Chairman of the Board of Directors
Board of Directors
On Behalf of AMERICAN UNITED LIFE INSURANCE COMPANY(R)
__________________________________ ____________________________________
ATTEST: Xxxxxx X. Xxxxx Xxxxx X. Xxxxxx
Secretary to the Chairman of the Board and Chief
Board of Directors Executive Officer
