THIRTEENTH AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
Exhibit (h)(2)(xiv)
THIRTEENTH AMENDMENT TO
ADMINISTRATIVE SERVICES AGREEMENT
This Amendment made as of July 1, 2010, by and between Natixis Asset Management Advisors, L.P. (“Natixis Advisors”), Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Natixis Cash Management Trust, Xxxxxx Xxxxxx Funds I, Xxxxxx Xxxxxx Funds II, Gateway Trust and Xxxxxxxxxx International Series (collectively, the “Trusts”).
WHEREAS, Natixis Advisors and the Trusts are parties to an Administrative Services Agreement dated January 3, 2005, as amended November 1, 2005, January 1, 2006, July 1, 2007, September 17, 2007, February 1, 2008, February 19, 2008, July 1, 2008, September 29, 2008, October 31, 2008, January 9, 2009, July 27, 2009 and February 25, 2010 (together with the amendments, the “Agreement”), governing the terms and conditions under which Natixis Advisors provides certain administrative services to the series of the Trusts; and
WHEREAS, Natixis Advisors and the Trusts desire to amend Schedule A of the Agreement to reflect changes in Trust Portfolios;
NOW THEREFORE, in consideration of the premises and covenants contained herein, Natixis Advisors and the Trusts hereby agree as follows:
| 1. | Section 3(a) of the Agreement is amended and restated as follows: |
| (a) | For the services provided hereunder, the Trusts shall pay Natixis Advisors the greater of the following: |
| (1) | an annual minimum fee of $10,000,000 payable in monthly installments; or |
| (2) | a monthly fee (accrued daily) based on the Trusts’ average daily net assets during the calendar month, such fee being calculated at the annualized rates set forth below: |
| Average Daily Net Assets |
Annualized Fee Rate As a % of Average Daily Net Assets | |
| $0-$15 billion | 0.0575% | |
| Next $15 billion | 0.0500% | |
| Next $30 billion | 0.0400% | |
| Over $60 billion | 0.0350% |
| (3) | In addition, each fund for the first twelve months of its operation is subject to an administration fee consisting of a new fund base fee of $75,000 plus $12,500 per class (if multiple classes) and an additional $75,000 fee for each multi-manager fund. The parties understand and agree that the annual minimum set forth in paragraph (3)(a)(1) above will be reviewed annually and the parties will agree to an appropriate adjustment taking into consideration new funds added and funds liquidated or merged out of existence during the year. |
| 2. | Schedule A of the Agreement is deleted in its entirety and replaced with Schedule A attached hereto. |
| 3. | Except as specifically superseded or modified herein, the terms and provisions of the Agreement shall continue to apply with full force and effect. |
| 4. | This Amendment may be executed in one or more counter parts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. |
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IN WITNESS WHEREOF, each of the parties has caused this instrument to be executed as a sealed instrument in its name and behalf by its duly authorized representative as of the date first above written.
NATIXIS ASSET MANAGEMENT ADVISORS, L.P.
By Natixis Distribution Corporation, its general partner
| By: | /s/ Xxxxx X. Xxxxxx | |
| Xxxxx X. Xxxxxx, President and Chief Executive Officer |
NATIXIS FUNDS TRUST I
NATIXIS FUNDS TRUST IV
NATIXIS CASH MANAGEMENT TRUST
XXXXXX XXXXXX FUNDS I
XXXXXX XXXXXX FUNDS II
GATEWAY TRUST
XXXXXXXXXX INTERNATIONAL SERIES
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Xxxxxxx X. Xxxxxx, Treasurer |
Schedule A
Trust Portfolios
As of: July 1, 2010
| Natixis Funds Trust I |
| Absolute Asia Dynamic Equity Fund |
| CGM Advisor Targeted Equity Fund |
| Xxxxxxxxxx International Fund |
| Natixis Income Diversified Portfolio |
| Natixis U.S. Diversified Portfolio |
| Xxxxxx Xxxxxx Core Plus Bond Fund |
| Xxxxxxx Xxxxxx Small Cap Value Fund |
| ASG Diversifying Strategies Fund |
| ASG Global Alternatives Fund |
| ASG Managed Futures Strategy Fund (effective July 30, 2010) |
| Xxxxxx Associates Large Cap Value Fund |
| Xxxxxxx Xxxxxx Value Opportunity Fund |
| Westpeak ActiveBeta® Equity Fund (effective July 30, 2010) |
| Natixis Funds Trust IV |
| AEW Real Estate Fund |
| Natixis Cash Management Trust |
| Natixis Cash Management Trust – Money Market Series |
| Xxxxxx Xxxxxx Funds I |
| Xxxxxx Xxxxxx Bond Fund |
| Xxxxxx Xxxxxx Fixed Income Fund |
| Xxxxxx Xxxxxx Global Bond Fund |
| Xxxxxx Xxxxxx High Income Opportunities Fund* |
| Xxxxxx Xxxxxx Inflation Protected Securities Fund |
| Xxxxxx Xxxxxx Institutional High Income Fund |
| Xxxxxx Xxxxxx Intermediate Duration Bond Fund |
| Xxxxxx Xxxxxx Investment Grade Fixed Income Fund |
| Xxxxxx Xxxxxx Securitized Asset Fund* |
| Xxxxxx Xxxxxx Small Cap Value Fund |
| * | With respect to these Funds only, paragraph 3 of the Agreement is revised to provide that Natixis Advisors shall be entitled to reasonable compensation for its services and expenses as Administrator, but Xxxxxx, Xxxxxx & Company, L.P. (“Xxxxxx Xxxxxx), the adviser to the Funds, and not Xxxxxx Xxxxxx Funds I, shall be responsible for payment of such compensation and expenses relating to the Funds, as agreed upon by Xxxxxx Xxxxxx in separate Letter Agreements dated January 3, 2005 and July 1, 2005, respectively. |
| Xxxxxx Xxxxxx Funds II |
| Xxxxxx Xxxxxx Mid Cap Growth Fund |
| Xxxxxx Xxxxxx Growth Fund |
| Xxxxxx Xxxxxx High Income Fund |
| Xxxxxx Xxxxxx Investment Grade Bond Fund |
| Xxxxxx Xxxxxx International Bond Fund |
| Xxxxxx Xxxxxx Limited Term Government and Agency Fund |
| Xxxxxx Xxxxxx Disciplined Equity Fund |
| Xxxxxx Xxxxxx Small Cap Growth Fund |
| Xxxxxx Xxxxxx Strategic Income Fund |
| Xxxxxx Xxxxxx Value Fund |
| Xxxxxx Xxxxxx Global Markets Fund |
| Xxxxxxxxxx International Series |
| Xxxxxxxxxx Emerging Markets Fund |
| Xxxxxxxxxx International Value Fund |
| Xxxxxxxxxx International Growth Fund |
| Xxxxxxxxxx International Core Fund |
| Xxxxxxxxxx All Countries Fund (not operational) |
| Gateway Trust |
| Gateway Fund |
