AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT FOR
THE ADVISER MANAGED TRUST
THIS AMENDMENT to the Investment Sub-Advisory
Agreement for the Adviser Managed Trust between
Xxxxxxx+Xxxxxxx+Xxxxx, XX (the Sub-Adviser) and SEI
Investments Management Corporation, a Delaware
corporation (the Adviser), is made effective as of
the 15th day of December, 2011.
WHEREAS, the Sub-Adviser and the Adviser
previously entered into an Investment Sub-Advisory
Agreement dated as of January 10, 2011, as amended
June 24, 2011 (the Agreement); and
WHEREAS, the parties desire to amend the
Agreement with respect to the manner in which the
sub-advisers compensation is calculated by the
Adviser.
NOW, THEREFORE, the parties to this Amendment,
intending to be legally bound, agree as follows:
1. Unless otherwise defined herein,
capitalized terms shall have the meaning
set forth in the Agreement.
2. Unless otherwise set forth herein, all
provisions of the Agreement shall remain
in effect.
3. Paragraph 4 of the Agreement is hereby
deleted in its entirety and replaced
with the following:
Compensation to the Sub-Adviser. For the
services to be provided by the Sub-Adviser
pursuant to this Agreement, the Adviser will
pay the Sub-Adviser, and the Sub-Adviser
agrees to accept as full compensation
therefor, a sub-advisory fee at the rate
specified in Schedule B which is attached
hereto and made part of this Agreement.
[SENTENCE REDACTED]. Except as may otherwise
be prohibited by law or regulation (including
any then current SEC staff interpretation),
the Sub-Adviser may, in its discretion and
from time to time, waive a portion of its fee.
4. Schedule B of the Agreement is hereby
deleted in its entirety and replaced
with the Schedule B, attached hereto.
IN WITNESS WHEREOF, the parties hereto have
caused this Amendment to the Agreement to be
executed by their officers designated below as of
the day and year first written above.
SEI Investments Management Corporation
Xxxxxxx+Xxxxxxx+Xxxxx, XX
By:
/s/ Xxxx XxXxxxxx
By:
/s/ Xxxxxxxx X. Xxxxxxx
Name:
Xxxx XxXxxxxx
Name:
Xxxxxxxx X. Xxxxxxx
Title:
Vice President
Title:
Managing Principal
Schedule B
to the
Sub-Advisory Agreement
between
SEI Investments Management Corporation
and
Xxxxxxx+Xxxxxxx+Xxxxx, XX
(the Agreement)
Dated January 10, 2011, as amended June 24, 2011 and
December 15, 2011
For purposes of this Schedule B, terms used herein
shall have the following meanings:
[REDACTED]
Agreed and Accepted:
SEI Investments Management Corporation
Xxxxxxx+Xxxxxxx+Xxxxx, XX
By:
/s/ Xxxx XxXxxxxx
By:
/s/ Xxxxxxxx X. Xxxxxxx
Name:
Xxxx XxXxxxxx
Name:
Xxxxxxxx X. Xxxxxxx
Title:
Vice President
Title:
Managing Principal
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