Second Amendment to Portfolio Management Agreement
Exhibit
77(e)(7)
Second
Amendment to Portfolio Management Agreement
This
Amendment to the Portfolio Management Agreement (the “Agreement”) dated April
30, 2001, between ING Investors Trust (formerly The GCG Trust), a Massachusetts
business trust (the “Trust”), Directed Services LLC (formerly Directed Services,
Inc.) a Delaware limited liability company (the “Manager”) and Pacific
Investment Management Company LLC (“PIMCO” or the “Portfolio Manager”), is
entered into as of the 1st day of April, 2008.
WHEREAS, the Agreement provides for the
Portfolio Manager to provide certain investment advisory services to one or more
series of the Trust for which the Portfolio Manager is to receive agreed upon
fees; and
WHEREAS, the parties desire to make
certain changes to the Agreement;
NOW,
THEREFORE, for good and valuable consideration, the receipt of which is
acknowledged, the parties hereby agree that the Agreement is amended as
follows:
1. Compensation of the
Portfolio Manager
Amended Schedule B to
the Agreement is hereby deleted and replaced with the attached Second Amended Schedule
B.
2. Services of the Portfolio
Manager
The following paragraph is added as a
new section 2.(j) to the Agreement:
Notwithstanding any other provision to
the contrary, the Portfolio Manager shall have no obligation to perform the
following services or to have employees of the Portfolio Manager perform the
following roles, as applicable:
(a)
preparing and filing material for distribution to shareholders of the Trust,
including statistical information about the Trust and material regarding the
Trust’s performance or investments;
(b) providing
employees of the Portfolio Manager to serve as officers of the Trust;
or
(c) providing
the employees of the Portfolio Manager to serve as the Trust’s Chief Compliance
Officer and associated staff.
3. Full Force and
Effect
Except as
modified herein, the terms and conditions of the Agreement remain unchanged and
in full force and effect. All capitalized terms not otherwise defined
herein shall have the meaning set forth in the Agreement.
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of page intentionally left blank]
IN
WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as
of the 1st day of
April, 2008.
By: /s/ Xxxx
Modic____________________
Name: Xxxx
Xxxxx
Title: Senior
Vice President
DIRECTED
SERVICES LLC
By: /s/ Xxxx
Modic____________________
Name: Xxxx
Xxxxx
Title: Vice
President
PACIFIC
INVESTMENT MANAGEMENT COMPANY LLC
By: /s/ Xxxxxx X.
Otterbein______________
Name: Xxxxxx
X. Xxxxxxxxx
Title: Managing
Director
Amendment
- 2
SECOND
AMENDED SCHEDULE B
Fee
Schedule
For the
services provided by Pacific Investment Management Company LLC (the “Portfolio
Manager”) to the following Series of ING Investors Trust (formerly known as The
GCG Trust), pursuant to the attached Portfolio Management Agreement, Directed
Services LLC will pay the Portfolio Manager a fee for each Series, computed
daily and payable monthly, at the following annual rates of the average daily
net assets of the Series:
|
Series
|
Annual Subadviser
Fee
(as
a percentage of average daily net assets)
|
|
ING PIMCO Core Bond
Portfolio
1
|
If
Relationship Net Assets2
equal or exceed $3 Billion, the following fee schedule shall apply to the
PIMCO TR Portfolios (as defined below):
0.25%
on first $1 billion in assets; and
0.225%
on assets over $1 billion3.
If
Relationship Net Assets2
are less than $3 Billion, the following fee schedule shall
apply:
0.25%
on all assets
|
|
ING
PIMCO High Yield Portfolio
|
0.25%
on all assets
|
|
1
|
The
sub-advisory fee for ING PIMCO Core Bond Portfolio is based on the
aggregated assets of ING PIMCO Core Bond Portfolio and ING PIMCO Total
Return Portfolio, a series of ING Partners, Inc. (individually a “PIMCO TR
Portfolio” and collectively, the “PIMCO TR
Portfolios”).
|
|
2
|
The
term Relationship Net Assets shall mean the aggregate net assets of each
of the series in the ING Fund complex that are subadvised by the Portfolio
Manager.
|
|
3
|
The
fee rate payable to the Portfolio Manager when the PIMCO TR Portfolios’
assets, in the aggregate, exceed $1 billion would be modified, so that a
rate of 0.225% would apply to PIMCO TR Portfolios’aggregate assets over $1
billion. For purposes of calculating sub-advisory fees payable
by a PIMCO TR Portfolio, the ING Fund accounting department
would: (1) determine whether the aggregated assets in the PIMCO TR
Portfolios exceed $1 billion; (2) apply a rate of 0.225% to PIMCO TR
Portfolios’ aggregated assets in excess of $1 billion; (3) calculate a
“blended” fee rate (based upon the 0.25% rate applicable to PIMCO TR
Portfolios’aggregated assets of $1 billion and below, and 0.225% for PIMCO
TR Portfolios’assets in excess of $1 billion); and (4) apply the “blended”
rate to each PIMCO TR Portfolio’s assets. This sub-advisory fee
change is effective on April 1,
2008.
|
Amendment
- 3
