SECOND AMENDMENT TO CONSULTING AGREEMENT
This Amendment (the "Amendment") is entered into as of December 22, 2008 (the
"Amendment Effective Date") and amends the Consulting Agreement dated January 1,
2005, as amended ( the "Agreement") by and between Morningstar Associates, LLC
("Consultant"), and Allianz Investment Management LLC ("'AZIM), formerly known
as Allianz Life Advisers, LLC and as USAllianz Advisers, LLC.
WHEREAS, Consultant and AZIM have entered into the Agreement, effective
January 1,2005, with an initial term of three years;
WHEREAS, Consultant and AZIM have amended the Agreement, effective
January 1,2008, with a renewal term of one year; and
WHEREAS, Consultant and AZIM wish to extend the term of the Agreement;
NOW THEREFORE, in consideration of the mutual covenants contained herein, and
for other good and valuable consideration, the receipt and suficiency of which
are hereby acknowledged, Consultant and AZIM agree to amend the Agreement as
follows:
The Term of the Agreement is hereby extended for a period of one (1)
year beginning on January 1,2009 and expiring on December 3 1,2009 ("Renewal
Term").
Capitalized terms used herein and not otherwise defined are used herein
as defined in the Agreement. All other terms and provisions of the Agreement
shall remain in full force and effect.
In witness whereof, the parties have executed this Amendment as of the date
first written above.
MORNINGSTAR ASSOCIATES, LLC ALLIANZ INVESTMENT MANAGEMENT LLC
By: /s/ Xxxxxxx Xxxxxxxxxxx By: /s/ Xxxxx Xxxxxx
Name: Xxxxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxx
Title: President Title: Vice President
