FIRST AMENDMENT TO SUB-ADVISORY AGREEMENT
FIRST AMENDMENT TO
SUB-ADVISORY AGREEMENT
This amendment to Sub-Advisory Agreement, effective May 17, 2018 (the “Amendment”), is entered into by and among Great-West Funds, Inc, a Maryland corporation (“Great-West Funds”) on behalf of the series of Great-West Funds listed in Schedule A to the Sub-Advisory Agreement (the “Fund”), Great-West Capital Management, LLC, a Colorado limited liability company (the “Adviser”), and LSV Asset Management, a Delaware general partnership (the “Sub-Adviser”).
WHEREAS, the Adviser, Sub-Adviser and Great-West Funds are parties to the Sub-Advisory Agreement, dated April 27, 2018 (the “Agreement”); and
WHEREAS, the Adviser, Sub-Adviser and Great-West Funds desire to amend the Agreement, on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, and for other good and valid consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
1. Schedule A is deleted in its entirety and replaced with Schedule A attached hereto and incorporated herein.
2. Schedule B is deleted in its entirety and replaced with Schedule B attached hereto and incorporated herein.
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.
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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.
| GREAT-WEST FUNDS, INC., on behalf of the Fund listed on Schedule A | ||
| By: | /s/ Xxxxx X. Xxxxxx | |
| Name: Xxxxx X. Xxxxxx | ||
| Title: President & Chief Executive Officer | ||
| GREAT-WEST CAPITAL MANAGEMENT, LLC | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: Xxxx X. Xxxxxx | ||
| Title: Chief Financial Officer & Treasurer | ||
| LSV ASSET MANAGEMENT | ||
| By: | /s/ Xxxx X’Xxxxxxx | |
| Name: Xxxx X’Xxxxxxx | ||
| Title: CCO/CLO | ||
SCHEDULE A
Great-West International Value Fund
Great-West Core Strategies: International Equity Fund
SCHEDULE B
FEE SCHEDULE
For the services to be provided to the Fund pursuant to this Agreement, the Adviser shall pay the Sub-Adviser an annual fee calculated as follows:
| Fund | Fee | |
|
Great-West International Value Fund |
0.40% on the first $1 billion of Fund Account assets and 0.375% on all Fund Account assets over $1 billion | |
|
Great-West Core Strategies: International Equity Fund |
0.40% on the first $1 billion of Fund Account assets and 0.375% on all Fund Account assets over $1 billion |
The fee shall be calculated and paid monthly in arrears based on the average daily market value of the investments in the Fund Account. Payment will be made on or about the 15th day of each month.
Fees shall be prorated on a daily basis when the Fund Account is managed by the Sub-Adviser for a portion of any month.
The Fund Account is comprised of all funds and assets, including cash, cash accruals, additions, substitutions and alterations which are allocated to the Sub-Adviser.
Except for the management fee described herein, no other compensation or fees shall be payable to the Sub-Adviser hereunder.
