Exhibit (d)(2)(xvii)
ADDENDUM TO PORTFOLIO MANAGEMENT AGREEMENT
PIMCO Advisors Fund Management LLC
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
October __, 2003
Xxxxxxxx-Xxxxxxxxx Capital Management LLC
000 Xxxx Xxxxxxxx
Xxx Xxxxx, XX 00000
RE: PIMCO Multi-Discipline Portfolio
Ladies and Gentlemen:
This will confirm the agreement between PIMCO Advisors Fund Management LLC
(the "Adviser") and Xxxxxxxx-Xxxxxxxxx Capital Management LLC (the "Portfolio
Manager") as follows:
1. PIMCO Funds: Multi-Manager Series (the "Trust") is an open-end
management investment company organized as a Massachusetts business trust and
consisting of such separate investment portfolios as have been or may be
established by the Trustees of the Trust from time to time. Up to seven separate
classes of shares of beneficial interest in the Trust are offered to investors
with respect to each investment portfolio. PIMCO Multi-Discipline Portfolio (the
"New Fund") is a separate investment portfolio of the Trust.
2. The Adviser and the Portfolio Manager have entered into a Novation
Agreement dated September 30, 2002 (the "Novation"), pursuant to which the
Adviser agreed to assume the duties of Allianz Dresdner Asset Management of
America L.P. (the "Prior Adviser") under a Portfolio Management Agreement
between the Prior Adviser and the Portfolio Manager dated July 22, 2002 (as
novated, the "Agreement"), to provide investment advisory and other services
specified in the Agreement to specified series of the Trust, and the Portfolio
Manager has accepted such employment.
3. The investment objective of the New Fund is to seek maximum total
return consistent with prudent capital management, and the Fund will seek its
objective by investing using multiple investment disciplines and sub-advisers,
and the percentage of the New Fund's assets invested in investment disciplines
will vary from time to time.
4. Pursuant to the Amended and Restated Investment Advisory Agreement
dated November 15, 1994, as further amended and restated as of May 5, 2000 (as
novated, the "Investment Advisory Agreement"), the Adviser will allocate the New
Fund's assets among the different investment disciplines and sub-advisers.
5. As provided in paragraph 1 of the Agreement, the Adviser hereby
appoints the Portfolio Manager to serve as Portfolio Manager with respect to the
portion of the assets of the New Fund allocated by the Adviser to the Portfolio
Manager, and the Portfolio Manager accepts such appointment, the terms and
conditions of such employment to be governed by the Agreement, which is hereby
incorporated herein by reference.
6. As provided in paragraph 5 of the Agreement and subject to further
conditions set forth therein, the Adviser shall with respect to the New Fund pay
the Portfolio Manager a monthly fee at the following annual rate based upon the
portion of the average daily net assets of the New Fund allocated by the Adviser
to the Portfolio Manager:
Fund Fee Rate
---- --------
PIMCO Multi-Discipline Portfolio 0.60 %
7. This Addendum and the Agreement shall take effect with respect to the
New Fund as of the date hereof, and shall remain in effect, unless sooner
terminated as provided in the Agreement and herein, with respect to the New Fund
for a period of two years following such date. This Addendum and the Agreement
shall continue thereafter on an annual basis with respect to the New Fund
provided that such annual continuance is specifically approved at least annually
(a) by vote of a majority of the Board of Trustees of the Trust, or (b) by vote
of a majority of the outstanding voting securities (as such term is defined in
the Investment Company Act of 1940 and the rules and regulations thereunder, as
amended from time to time (the "1940 Act")) of the New Fund, and that provided
continuance is also approved by vote of a majority of the Board of Trustees of
the Trust who are not parties to this Addendum or the Agreement or "interested
persons" (as such term is defined in the 1940 Act) of the Trust, or the
Portfolio Manager, cast in person at a meeting called for the purpose of voting
on such approval. This Addendum and the Agreement may not be materially amended
with respect to the New Fund without a majority vote of the outstanding voting
securities (as such term is defined in the 1940 Act) of the New Fund, except to
the extent permitted by any exemption or exemptions that may be granted upon
application to the Securities and Exchange Commission (the "SEC") or by any
applicable SEC rule.
This Addendum and the Agreement may be terminated:
(a) by the Trust at any time with respect to the services provided by
the Portfolio Manager, without the payment of any penalty, by vote of a majority
of the Board of Trustees of the Trust or by vote of a majority of the
outstanding voting shares of the Trust or, with respect to the New Fund, by vote
of a majority of the outstanding voting securities (as such term is defined in
the 1940 Act) of the New Fund, on 60 days' written notice to the Portfolio
Manager;
(b) by the Portfolio Manager at any time, without the payment of any
penalty, upon 60 days' written notice to the Adviser;
(c) by the Adviser at any time, without the payment of any penalty,
upon 60 days' written notice to the Portfolio Manager.
However, any approval of this Addendum and the Agreement by the holders of
a majority of the outstanding voting securities(as such term is defined in the
1940 Act) of the New Fund shall be effective to continue this Addendum and the
Agreement with respect to the New Fund notwithstanding (a) that this Addendum
and the Agreement have not been approved by the holders of a majority of the
outstanding shares of any other investment portfolio of the Trust or (b) that
this Addendum and the Agreement have not been approved by the vote of a majority
of the outstanding shares of the Trust, unless such approval shall be required
by any other applicable law or otherwise. This Addendum and the Agreement will
terminate automatically with respect to the services provided by the Portfolio
Manager in the event of its assignment, as that term in defined in the 1940 Act,
by the Portfolio Manager.
If the foregoing correctly sets forth the agreement between the Adviser and
the Portfolio Manager, please so indicate by signing and returning to the
Advisor the enclosed copy hereof.
Very truly yours,
PIMCO Advisors Fund Management LLC
By: ______________________________
Title:
ACCEPTED:
-2-
Xxxxxxxx-Xxxxxxxxx Capital Management LLC
By: _________________________________
Title:
-3-
