EXHIBIT 10(c)
INVESTMENT MANAGEMENT AGREEMENT
Agreement for Investment Management and Administrative Services
dated as of January 1, 1997, between Equitable Investment
Services, Inc. (AInvestment@), a corporation organized and
existing under the laws of the State of Iowa, and Golden American
Life Insurance Company (GA), an insurance company organized and
existing under the laws of the State of Delaware.
1. Investment hereby agrees to act as investment manager for,
and to manage the investment assets of GA=s general account,
and certain assets in a non-unitized separate account
established and maintained by GA to support certain annuity
contracts, excluding policy loans of GA, (hereinafter
referred to as AManaged Assets@), and any other assets as
may be mutually agreed on from time to time and to provide
administrative services related thereto. Investment of
managed assets of GA shall be at all times in accordance
with the investment policies of GA. The Investment policies
of GA shall be determined from time to time by its Board of
Directors and communicated to Investment. Within such
policies, Investment shall assume responsibility for the
management of the Managed Assets of GA, and the execution of
all investment decisions for GA. Investment shall maintain
records documenting all investment decisions made on behalf
of GA, such records being the property of GA. Investment
shall report to the Board of Directors of GA, at such times
and in such manner as the Board of Directors of GA may deem
appropriate. Making and execution of investment decisions
in the intervals between GA Board meetings shall be done by
the officers of Investment who have been designated by
Investment for such purposes pursuant to authorization from
GA in the form of a board resolution.
2. Investment will receive an annual fee (payable monthly) from
GA calculated as follows: 0.25% of the value of the Managed
Assets as of the preceding month end. The monthly payment
will be due on or before the last working day of each month.
Value of the Managed Assets for purpose of this Section 2
shall be determined by the application of generally accepted
accounting principles as applied as of the end of each
month. The schedule of charges provided for in this
paragraph shall remain in full force and effect until
December 31, 1997, at which time, and annually thereafter,
the schedule of charges shall automatically renew unless the
parties hereto review and mutually agree to make appropriate
changes in said schedule in the light of experience or this
Agreement has terminated.
3. This Agreement shall automatically renew on December 31,
1997, and annually thereafter unless terminated by either
party as provided in this Section 3. This Agreement can be
terminated by either party at any time on not less than 30
days= written notice without payment of any fee or penalty
by either party. Any notice under this paragraph shall be
in writing, addressed and delivered or mailed, postage paid,
to the other party at such address as the other party may
designate for the receipt of such notice. Until further
notice to the other party, it is agreed that the address of
GA shall be 0000 Xxxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxx, XX
00000, ATTN: Xxxxxxx Xxxxxxx; and of Investment, 000 Xxxxxx
Xxxxxx, Xxx Xxxxxx, XX 00000, ATTN: Xxxx Xxxxxxxx.
4. Investment does not make any express or implied warranties
with respect to any of the advice and management of said
Managed Assets, including the making and execution of GA=s
investment decisions. Investment is not and will not be
liable for any loss or losses incurred because of its advice
given or management of said Managed Assets, including the
making and execution of GA=s investment decisions except for
Investment=s willful misconduct or gross negligence.
5. This Agreement supersedes prior agreements between the
parties and shall become effective on January 1, 1997, and
shall continue in effect until terminated under the
provisions of paragraph 3 hereof.
Executed as of the 1st day of January, 1997.
EQUITABLE INVESTMENT SERVICES, INC.
By: _____________________________
Xxxx X. Xxxxxxxx,
President & CEO
Attest: _________________________
Xxxx X. Xxxxxxxx, Asst. Secretary
GOLDEN AMERICAN LIFE INSURANCE
COMPANY
By: _____________________________
Xxxxx X. Xxxxxxx,
President & CEO
Attest _________________________
Xxxxx X. Xxxxxxx, Secretary
L:\JMS\EQUITABL\AGREE\INVT-MGT.GAM SLJ - 6/11/97
