MAINSTAY VP SERIES FUND, INC. AMENDMENT TO THE SUBADVISORY AGREEMENT
Exhibit d.5.(ii)
MAINSTAY
VP SERIES FUND, INC.
AMENDMENT
TO THE SUBADVISORY AGREEMENT
This
Amendment to the Subadvisory Agreement, is made as of the 16th day of
October, 2009 (the “Amendment”), between New York Life Investment Management
LLC, a Delaware limited liability company (the “Manager”) and Madison Square
Investors LLC, a Delaware limited liability company (the
“Subadvisor”).
WHEREAS,
the parties hereto have entered into a Subadvisory Agreement (the “Agreement”)
dated as of January 1, 2009;
WHEREAS,
the parties hereby wish to amend the Agreement to add the MainStay VP Capital
Appreciation Portfolio.
NOW,
THEREFORE, the parties agree as follows:
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1.
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effective
at the close of business on October 16, 2009, Schedule A is hereby amended
by deleting it in its entirety and replacing it with the Schedule attached
hereto.
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IN
WITNESS WHEREOF, the parties have executed this Amendment to be effective as of
the date first written above.
NEW
YORK LIFE INVESTMENT MANAGEMENT LLC
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Attest:
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/s/ Xxxxxx Xxxxx
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By:
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/s/ Xxxxxxx X. Xxxxxx
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Name:
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Xxxxxx
Xxxxx
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Name:
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Xxxxxxx
X. Xxxxxx
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Title:
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Vice
President & Assistant
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Title:
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Senior
Managing Director
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General
Counsel
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MADISON
SQUARE INVESTORS LLC
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Attest:
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/s/ Xxxxxx Xxxx
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By:
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/s/ Xxxx Xxxxxx
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Name:
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Xxxxxx
Xxxx
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Name:
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Xxxx
Xxxxxx
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Title:
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2nd
Vice President
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Title:
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Chief
Executive Officer
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SCHEDULE
A
(As of
the close of business on October 16, 2009)
As
compensation for services provided by Subadvisor the Manager will pay the
Subadvisor and Subadvisor agrees to accept as full compensation for all services
rendered hereunder, at an annual subadvisory fee equal to the
following:
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PORTFOLIO NAME
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ANNUAL RATE
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Balanced
Portfolio
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0.375%
up to $1 billion; and
0.350%
in excess of $1 billion
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Capital
Appreciation Portfolio
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0.305
% on assets up to $1 billion; and
0.250%
on assets in excess of $1 billion
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Common
Stock Portfolio
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0.275%
up to $500 million;
0.2625%
from $500 million to $1 billion; and
0.250%
in excess of $1 billion
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Conservative
Allocation Portfolio *
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0.050%
on all assets
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Growth
Allocation Portfolio *
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0.050%
on all assets
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Mid
Cap Core Portfolio
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0.425%
up to $1 billion; and
0.400%
in excess of $1 billion
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Moderate
Allocation Portfolio *
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0.050%
on all assets
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Moderate
Growth Allocation Portfolio *
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0.050%
on all assets
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S&P
500 Index Portfolio *
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0.150%
up to $1 billion;
0.1375%
from $1 billion to $2 billion;
0.1325%
from $2 billion to $3 billion; and
0.125%
in excess of $3
billion
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The
portion of the fee based upon the average daily net assets of the respective
Portfolio shall be accrued daily at the rate of 1/(number of days in calendar
year) of the annual rate applied to the daily net assets of the
Portfolio.
Payment
will be made to the Subadvisor on a monthly basis.
* For
certain Funds listed above, the Manager has agreed to waive a portion of each
Fund’s management fee or reimburse the expenses of the appropriate class of the
Fund so that the class’ total ordinary operating expenses do not exceed certain
amounts. These waivers or expense limitations may be changed with
Board approval. To the extent the Manager has agreed to waive its
management fee or reimburse expenses, Madison Square Investors LLC, as
Subadvisor for these Funds, has voluntarily agreed to waive or reimburse its fee
proportionately.
