AMENDMENT TO INVESTMENT MANAGEMENT CONTRACT
THIS AMENDMENT TO INVESTMENT MANAGEMENT CONTRACT is made as of July 20,
2006, by and between DAILY INCOME FUND, a Massachusetts business trust (the
"Fund"), on behalf of the U.S. Treasury Portfolio, the Money Market Portfolio,
and the Municipal Portfolio and XXXXX & XXXX ASSET MANAGEMENT, LLC (the
"Manager").
WITNESSETH:
WHEREAS, the Fund and the Manager are parties to an Investment Management
Contract dated as of October 30, 2000 (the "Management Contract"), pursuant to
which the Manager serves as the investment manger for the Fund's portfolios; and
WHEREAS, the Fund and Manager desire to amend the Management Contract to
render such investment management services to the U.S. Government Portfolio of
the Fund; and
WHEREAS, all references to the defined term "Portfolios" in the Management
Contract shall now include the U.S. Government Portfolio; and
WHEREAS, the Management Contract, as expressly amended hereby, shall
continue in full force and effect.
NOW, THEREFORE, the parties hereby agree as follows:
1. Paragraph 6 of the Management Contract is hereby amended to include the
following text after the last sentence:
"With respect to the U.S. Government Portfolio only, this Agreement will
become effective on July 20, 2006 and shall continue in effect until March
31, 2008, and thereafter for successive twelve-month periods (computed from
each April 1st), provided that such continuation is specifically approved
at least annually by our Board of Trustees or by a majority vote of the
holders of the outstanding voting securities of each respective Portfolio
voting separately, as defined in the 1940 Act and the rules thereunder,
and, in either case, by a majority of those of our directors who are
neither party to this Agreement nor, other than by their service as
directors of the corporation, interested persons, as defined in the 1940
Act, of any such person who is party to this Agreement. Upon the
effectiveness of this Agreement, it shall supersede all previous Agreements
between us covering the subject matter hereof. With respect to each
Portfolio, this Agreement may be terminated at any time, without the
payment of any penalty, (i) by vote of a majority of the outstanding voting
securities of each respective Portfolio voting separately, as defined in
the 1940 Act and the rules thereunder, or (ii) by a vote of a majority
of our entire Board of Trustees, on sixty days' written notice to you, or
by you on sixty days' written notice to us."
The Distributor will in its sole discretion determine the amount of any payments
made by the Distributor pursuant to this Agreement; provided, however, that no
such payment will increase the amount which the Portfolio, on behalf of the
Investor Class, Investor Service Class and Retail Class shares, is required to
pay either the Distributor under this Agreement of the Shareholder Servicing
Agreement or to the Manager under the Investment Management Contract, the
Administrative Services Agreement, or otherwise.
IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT TO
INVESTMENT MANAGEMENT CONTRACT as of the day and year first above written.
DAILY INCOME FUND
By: /s/ Xxxxxxxx Xxxxxxx
Name: Xxxxxxxx Xxxxxxx
Title: Secretary
XXXXX & TANG ASSET MANAGEMENT, LLC
By: /s/ Xxxxxxx XxXxxxxxx
Name: Xxxxxxx XxXxxxxxx
Title: Executive Vice President &
Chief Financial Officer