Exhibit 99-(d)(1)(k)
ADDENDUM TO MANAGEMENT AGREEMENT
The Management Agreement (the "Agreement") between The GCG Trust (the
"Trust"), a Massachusetts business trust having its principal place of business
0000 Xxxxxxxx Xxxxx, Xxxx Xxxxxxx, XX 00000, and Directed Services, Inc. ("DSI"
or the "Manager"), a New York corporation having its principal place of business
0000 Xxxxxxxx Xxxxx, Xxxx Xxxxxxx, XX 00000, dated October 24, 1997 is hereby
amended by the addition of the provisions set forth in this Addendum to the
Agreement, which is dated as of the 24th day of May, 2002.
WITNESSETH:
WHEREAS, the Trust is authorized to issue an unlimited number of shares
of beneficial interest in separate series, each such series representing
interests in a separate portfolio of securities and other assets; and
WHEREAS, the Trust currently offers shares in multiple series, may
offer shares of additional series in the future, and intends to offer shares of
additional series in the future; and
WHEREAS, the Trust has established two new series designated as the
Global Balanced Series and ING Stock Index Series; and redesignated the Capital
Appreciation Series as the Equity Opportunity Series; and
WHEREAS, the Trust desires to appoint DSI as Manager for the Global
Balanced Series, ING Stock Index Series and the Equity Opportunity Series, under
the provisions set forth in the Agreement and in this Addendum to the Agreement;
and
WHEREAS, the Manager is willing to accept such appointment.
NOW THEREFORE, in consideration of the mutual promises and covenants
contained in this Addendum, it is agreed between the parties hereto as follows:
1. In addition to its responsibilities as specified in
the Agreement, the Trust hereby appoints DSI to act
as Manager with respect to the Global Balanced
Series, ING Stock Index Series and Equity Opportunity
Series, which, together with all other Series
previously established and listed on Schedule A to
the Agreement, shall be Series under the Agreement as
provided in paragraph one (1), subject to the terms
and conditions as specified in the Agreement,
including paragraph nine (9), "Compensation."
2. Schedule A to the Agreement shall be replaced with a
new Schedule A, a form of which is attached hereto.
3. Schedule B to the Agreement ("Compensation for
Services to Series") shall be replaced with a new
Schedule B, a form of which is attached hereto.
This Addendum shall take effect with respect to the Series on July 10,
2002.
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be
executed on the date indicated.
THE GCG TRUST
Attest::_________________________ By: /s/ Xxxxxxxx Xxxxx
Title:___________________________ Title: Secretary
DIRECTED SERVICES, INC.
Attest::_________________________ By: /s/ Xxxxx X. Xxxxxxxx
Title:___________________________ Title: SVP
SCHEDULE A
The Series of The GCG Trust, as described in the attached Management
Agreement, to which Directed Services, Inc. shall act as Manager are as follows:
Equity Income Series (formerly, Multiple Allocation
Series)
Fully Managed Series
Limited Maturity Bond Series
Hard Assets Series
Real Estate Series
Liquid Asset Series
Equity Opportunity (formerly, Capital Appreciation
Series)
Xxx Xxxxxx Growth and Income Series (formerly,
Rising Dividends Series)
Value Equity Series
Strategic Equity Series
Capital Guardian Small Cap Series (formerly, Small Cap
` Series)
Mid-Cap Growth Series
Total Return Series
Research Series
Capital Growth Series (formerly, Growth & Income Series)
Growth Series (formerly, Value + Growth Series)
Core Bond Series (formerly, Global Fixed Income Series)
Developing World Series
International Equity Series
Investors Series
Diversified Mid-Cap Series
Asset Allocation Growth Series
Special Situations Series
Janus Growth and Income Series (formerly, Growth and
Income Series)
Internet Tollkeeper(SM) Series
High Yield Series
Managed Global Series
All Cap Series
Large Cap Value Series
Fundamental Growth Focus Series
Focus Value Series
Global Franchise Series
Equity Growth Series
X.X. Xxxxxx Xxxxxxx Small Cap Equity Series
International Enhanced EAFE Series
Global Balanced Series
ING Stock Index Series
Fund For Life Series
SCHEDULE B
COMPENSATION FOR SERVICES TO SERIES
For the services provided by Directed Services, Inc. (the "Manager") to the
following Series of The GCG Trust (the "Trust"), pursuant to the attached
Management Agreement, the Trust will pay the Manager a fee, payable monthly,
based on the average daily net assets of the Series at the following annual
rates of the average daily net assets of that Series.
Series Rate
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Equity Income (formerly, Multiple Allocation), Fully 1.00% of first $750 million in combined assets of these
Managed, Hard Asset, Real Estate, Equity Opportunity Series;
(formerly, Capital Appreciation), Xxx Xxxxxx Growth 0.95% of next $1.250 billion;
and Income (formerly, Rising Dividends)*, Value 0.90% of next $1.5 billion; and
Equity, Strategic Equity, and Capital Guardian Small 0.85% of amount in excess of $3.5 billion
Cap Series (formerly, Small Cap Series):
Limited Maturity Bond and Liquid Asset Series: 0.60% of first $200 million in combined assets of these
Series;
0.55% of next $300 million; and
0.50% of amount in excess of $500 million
Developing World Series: 1.75% of average daily net assets
Managed Global Series: 1.25% of the first $500 million; and
1.05% on the amount in excess
Capital Growth Series (formerly, Growth & Income 1.10% of first $250 million in combined assets in these
Series) and Growth Series (formerly, Value + Growth Series;
Series)*: 1.05% of the next $400 million;
1.00% of the next $450 million; and
0.95% of the amount in excess of $1.1 billion
Mid-Cap Growth, Total Return, and Research Series: 1.00% of first $250 million in combined assets in these
Series;
0.95% of the next $400 million;
0.90% of the next $450 million; and
0.85% of the amount in excess of $1.1 billion
Core Bond Series (formerly, Global Fixed Income 1.00% of the first $100 million;
Series): 0.90% of the next $100 million;
0.80% of the amount in excess of $200 million
Investors Series and All Cap Series: 1.00% of first $500 million in combined assets of these Series;
0.95% of next $250 million;
0.90% of next $500 million; and
0.85% of amount in excess of $1.25 billion
Large Cap Value Series: 1.00% of first $500 million;
0.95% of next $250 million;
0.90% of next $500 million; and
0.85% of amount in excess of $1.25 billion
Diversified Mid-Cap Series and Asset Allocation Growth 1.00% of first $500 million in combined assets of these Series;
Series: 0.95% of next $250 million;
0.90% of next $500 million; and
0.85% of amount in excess of $1.25 billion
Special Situations Series and Janus Growth and Income 1.10% of first $250 million ;
Series (formerly, Growth and Income Series) 1.05% of next $400 million;
1.00% of next $450 million; and
0.95% of amount in excess of $1.1 billion
International Equity Series: 1.25% of the first $500 million; and
1.05% on the amount in excess
Internet Tollkeeper(SM) Series: 1.85% of the first $1 billion; and
1.75% on the amount in excess of $1 billion
High Yield Series: 0.50%
Fundamental Growth Focus Series and Focus Value Series: 0.80 % of first $500 million;
0.75% of next $250 million;
0.70% of next $500 million;
0.65% of next $750 million; and
0.60% thereafter
Global Franchise Series 1.00% of the first $250 million;
0.90% of the next $250 million; and
0.75% thereafter
Global Balanced Series 1.00% of the first $75 million
0.85% of the next $75 million
0.80% of the next $75 million
0.75% thereafter
ING Stock Index Series 0.27%
SCHEDULE B (CONTINUED)
Equity Growth Series 0.75% of first $250 million;
0.70% of next $250 million;
0.65% of the next $500 million; and
0.60% thereafter
X.X. Xxxxxx Xxxxxxx Small Cap Equity Series 0.90% of first $200 million;
0.85% of next $300 million;
0.80% of next $250 million; and
0.75% thereafter
International Enhanced EAFE Series 1.00% of first $50 million;
0.95% of next $200 million;
0.90% of next $250 million;
0.85% thereafter
Fund For Life 0.25%
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* Directed Services, Inc. has agreed to voluntary fee waivers of 0.05%
of assets in excess of $1.36 billion with respect to the Growth Series and of
0.05% of assets in excess of $840 million with respect to the Xxx Xxxxxx Growth
and Income Series (formerly Rising Dividends Series) through December 31, 2002.