ECLIPSE FUNDS AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT AGREEMENT
This
Amendment (the "Amendment") to the Amended and Restated Management Agreement is
made as of the 13th day of
February, 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 (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 as
follows:
1. Schedule
A of the Agreement is hereby deleted in its entirety and replaced with
the
attached Schedule A.
IN
WITNESS WHEREOF, the parties have executed this Amendment as of the date first
written above.
NEW
YORK LIFE INVESTMENT MANAGEMENT LLC
By:
|
/s/ Xxxxx X. Xxxxx | |
Name: Xxxxx X. Xxxxx | ||
Title: Executive Vice President | ||
By:
|
/s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxxx | ||
Title: President | ||
SCHEDULE
A
(As
of February 13, 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, at annual fee equal to the following:
FUND
|
ANNUAL
RATE
|
Balanced
Fund
|
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
|
|
Mid
Cap Core Fund
|
0.850%
|
Small
Company Value Fund *
|
0.850%
on assets up to $1 billion;
|
0.800%
on assets in excess of $1 billion
|
* Effective as
of February 13, 2009 (formerly known as Small Cap Opportunity
Fund)
2