AMENDMENT TO AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
AMENDMENT TO AMENDED AND RESTATED
This Amendment (this “Amendment”), effective July 17, 2017, is made to the Amended and Restated Investment Advisory Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).
WHEREAS, Great-West Funds and Adviser are parties to the Amended and Restated Investment Advisory Agreement, dated May 1, 2017, as amended (the “Agreement”); and
WHEREAS, pursuant to Article VI of the Agreement, Great-West Funds and Adviser desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and Adviser agree as follows:
| 1. | Schedule A of the Agreement is hereby deleted in its entirety and replaced with Schedule A attached hereto. |
| 2. | Schedule B of the Agreement is hereby deleted in its entirety and replaced with Schedule B attached hereto. |
| 3. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 4. | This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument. |
| 5. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
[Remainder of page intentionally left blank; signature page to follow.]
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement) | 1 of 5 |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through duly authorized officers as of the Effective Date.
| GREAT-WEST CAPITAL MANAGEMENT, LLC | ||||||||||
| Attest: | /s/ Xxxx X. Xxxx |
By: | /s/ Xxxx X. Xxxxxx | |||||||
| Name: | Xxxx X. Xxxx |
Name: | Xxxx X. Xxxxxx | |||||||
| Title: | Counsel & Assistant Secretary |
Title: | Chief Financial Officer & Treasurer | |||||||
| GREAT-WEST FUNDS, INC. | ||||||||||
| Attest: | /s/ Xxxx X. Xxxx |
By: | /s/ Xxxx X. Xxxxxx | |||||||
| Name: | Xxxx X. Xxxx |
Name: | Xxxx X. Xxxxxx | |||||||
| Title: | Counsel & Assistant Secretary |
Title: | Chief Financial Officer & Treasurer | |||||||
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement) | 2 of 5 |
SCHEDULE A
TO THE AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
| Funds | Investment Advisory Fee | |
| Great-Xxxx Xxxxx Mid Cap Value Fund |
0.67% of the average daily net assets | |
| Great-West Bond Index Fund |
0.13% of the average daily net assets | |
| Great-West Core Bond Fund |
0.32% of the average daily net assets | |
| Great-West Xxxxxxx Sachs Mid Cap Value Fund |
0.79% of the average daily net assets on assets up to $1 billion, 0.74% of the average daily net assets on assets over $1 billion, and 0.69% of the average daily net assets on assets over $2 billion | |
| Great-West Government Money Market Fund |
0.10% of the average daily net assets | |
| Great-West International Index Fund |
0.28% of the average daily net assets on assets up to $1 billion, 0.23% of the average daily net assets on assets over $1 billion, and 0.18% of the average daily net assets on assets over $2 billion | |
| Great-West Invesco Small Cap Value Fund |
0.80% of the average daily net assets on assets up to $1 billion, 0.75% of the average daily net assets on assets over $1 billion, and 0.70% of the average daily net assets of on assets over $2 billion; | |
| Great-West Xxxxxx Xxxxxx Bond Fund |
0.52% of the average daily net assets on assets up to $1 billion, 0.47% of the average daily net assets on assets over $1 billion, and 0.42% of the average daily net assets on assets over $2 billion | |
| Great-West Xxxxxx Xxxxxx Small Cap Value Fund |
0.71% of the average daily net assets | |
| Great-West MFS International Growth Fund |
0.82% of the average daily net assets on assets up to $1 billion, 0.77% of the average daily net assets on assets over $1 billion, and 0.72% of the average daily net assets on assets over $2 billion | |
| Great-West MFS International Value Fund |
0.67% of the average daily net assets | |
| Great-West Multi-Manager Large Cap Growth Fund |
0.64% of the average daily net assets on assets up to $1 billion, 0.59% of the average daily net assets on assets over $1 billion, and 0.54% of the average daily net assets on assets over $2 billion | |
| Great-West Multi-Manager Small Cap Growth Fund |
0.83% of the average daily net assets on assets up to $1 billion, 0.78% of the average daily net assets on assets over $1 billion, and 0.73% of the average daily net assets on assets over $2 billion | |
| Great-West Xxxxxx Equity Income Fund |
0.74% of the average daily net assets on assets up to $1 billion, 0.69% of the average daily net on assets over $1 billion, and 0.64% of the average daily net assets on assets over $2 billion | |
| Great-West Xxxxxx High Yield Bond Fund |
0.72% of the average daily net assets on assets up to $1 billion, 0.67% of the average daily net assets on assets over $1 billion, and 0.62% of the average daily net assets on assets over $2 billion | |
| Great-West Real Estate Index Fund |
0.34% of the average daily net assets on assets up to $1 billion, 0.29% of the average daily net assets on assets over $1 billion, and 0.24% of the average daily net assets on assets over $2 billion | |
| Great-West S&P 500® Index Fund |
0.23% of the average daily net assets on assets up to $1 billion, 0.18% of the average daily net assets on assets over $1 billion, and 0.13% of the average daily net assets on assets over $2 billion | |
| Great-West S&P Mid Cap 400® Index Fund |
0.23% of the average daily net assets on assets up to $1 billion, 0.18% of the average daily net assets on assets over $1 billion, and 0.13% of the average daily net assets on assets over $2 billion | |
| Great-West S&P Small Cap 600® Index Fund |
0.23% of the average daily net assets on assets up to $1 billion, 0.18% of the average daily net assets on assets over $1 billion, and 0.13% of the average daily net assets on assets over $2 billion | |
| Great-West SecureFoundation® Balanced ETF Fund |
0.16% of the average daily net assets | |
| Great-West Short Duration Bond Fund |
0.23% of the average daily net assets |
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement) | 3 of 5 |
| Funds | Investment Advisory Fee | |
| Great-West X. Xxxx Price Equity Income Fund |
0.47% of the average daily net assets | |
| Great-West X. Xxxx Price Mid Cap Growth Fund |
0.66% of the average daily net assets | |
| Great-West Xxxxxxxxx Global Bond Fund |
0.58% of the average daily net assets on assets up to $1 billion, 0.53% of the average daily net assets on assets over $1 billion, and 0.48% of the average daily net assets on assets over $2 billion | |
| Great-West U.S. Government Securities Fund |
0.23% of the average daily net assets |
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement) | 4 of 5 |
SCHEDULE B
TO THE AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
| Funds | Investment Advisory Fee | |
| Great-West Lifetime Conservative 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderate Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Balanced Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2015 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2055 Fund |
0.12% of the average daily net assets |
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement) | 5 of 5 |
SEVENTH AMENDMENT TO AMENDED AND RESTATED
INVESTMENT ADVISORY AGREEMENT
This Seventh Amendment (this “Amendment”), effective January 11, 2019, is made to the Amended and Restated Investment Advisory Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).
WHEREAS, Great-West Funds and Adviser are parties to the Amended and Restated Investment Advisory Agreement, dated May 1, 2017, as amended (the “Agreement”); and
WHEREAS, pursuant to Article VI of the Agreement, Great-West Funds and Adviser desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and Adviser agree as follows:
| 1. | Schedule B of the Agreement is hereby deleted in its entirety and replaced with Schedule B attached hereto. |
| 2. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 3. | This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument. |
| 4. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
[Remainder of page intentionally left blank; signature page to follow.]
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: Lifetime 2060 Funds) | 1 of 3 |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through duly authorized officers as of the Effective Date.
| GREAT-WEST CAPITAL MANAGEMENT, LLC | ||||||||
| Attest: |
/s/ Xxxx X. Xxxx |
By: |
/s/ Xxxxx X. Xxxxxx | |||||
| Name: |
Xxxx X. Xxxx |
Name: |
Xxxxx X. Xxxxxx | |||||
| Title: |
Senior Counsel & Assistant Secretary |
|
Title: |
President & Chief Executive Officer | ||||
| GREAT-WEST FUNDS, INC. | ||||||||
| Attest: |
/s/ Xxxx X. Xxxx |
By: |
/s/ Xxxx X. Xxxxxx | |||||
| Name: |
Xxxx X. Xxxx |
Name: |
Xxxx X. Xxxxxx | |||||
| Title: |
Senior Counsel & Assistant Secretary |
Title: |
Chief Financial Officer & Treasurer | |||||
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: Lifetime 2060 Funds) | 2 of 3 |
SCHEDULE B
TO THE AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
| Funds | Investment Advisory Fee | |
| Great-West Lifetime Conservative 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2060 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2060 Fund |
0.12% of the average daily net assets | |
| Great-West Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderate Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Balanced Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2015 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2055 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2060 Fund |
0.12% of the average daily net assets |
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: Lifetime 2060 Funds) | 3 of 3 |
EIGHTH AMENDMENT TO AMENDED AND RESTATED
INVESTMENT ADVISORY AGREEMENT
This Eighth Amendment (this “Amendment”), effective March 15, 2019, is made to the Amended and Restated Investment Advisory Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).
WHEREAS, Great-West Funds and Adviser are parties to the Amended and Restated Investment Advisory Agreement, dated May 1, 2017, as amended (the “Agreement”); and
WHEREAS, pursuant to Article VI of the Agreement, Great-West Funds and Adviser desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and Adviser agree as follows:
| 1. | Schedule B of the Agreement is hereby deleted in its entirety and replaced with Schedule B attached hereto. |
| 2. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 3. | This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument. |
| 4. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
[Remainder of page intentionally left blank; signature page to follow.]
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: SF 2015 Merger) | 1 of 3 |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through duly authorized officers as of the Effective Date.
| GREAT-WEST CAPITAL MANAGEMENT, LLC | ||||||||
| Attest: |
/s/ Xxxx X. Xxxx |
By: |
/s/ Xxxxx X. Xxxxxx | |||||
| Name: |
Xxxx X. Xxxx |
Name: |
Xxxxx X. Xxxxxx | |||||
| Title: |
Senior Counsel & Assistant Secretary |
Title: |
President & Chief Executive Officer | |||||
| GREAT-WEST FUNDS, INC. | ||||||||
| Attest: |
/s/ Xxxx X. Xxxx |
|
By: |
/s/ Xxxx X. Xxxxxx | ||||
| Name: |
Xxxx X. Xxxx |
Name: |
Xxxx X. Xxxxxx | |||||
| Title: |
Senior Counsel & Assistant Secretary |
Title: |
Chief Financial Officer & Treasurer | |||||
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: SF 2015 Merger) | 2 of 3 |
SCHEDULE B
TO THE AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
| Funds | Investment Advisory Fee | |
| Great-West Lifetime Conservative 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime Conservative 2060 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2015 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2055 Fund |
0.12% of the average daily net assets | |
| Great-West Lifetime 2060 Fund |
0.12% of the average daily net assets | |
| Great-West Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Aggressive Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderate Profile Fund |
0.10% of the average daily net assets | |
| Great-West Moderately Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West Conservative Profile Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Balanced Fund |
0.10% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2020 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2025 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2030 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2035 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2040 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2045 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2050 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2055 Fund |
0.12% of the average daily net assets | |
| Great-West SecureFoundation® Lifetime 2060 Fund |
0.12% of the average daily net assets |
| GWCM – Great-West Funds (Amendment to Amended and Restated Investment Advisory Agreement re: SF 2015 Merger) | 3 of 3 |
