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AMENDMENT TO SUBADVISORY AGREEMENT
MFC GLOBAL INVESTMENT MANAGEMENT (U.S.A.) LIMITED
AMENDMENT made as of this ___ day of ____ 2004 to the Subadvisory
Agreement dated May 1, 2003 (the "Agreement"), between Manufacturer's Securities
Services, LLC, a Delaware limited partnership (the "Adviser"), and MFC Global
Investment Management (U.S.A.) Limited, a Canadian corporation (the
"Subadviser"). In consideration of the mutual covenants contained herein, the
parties agree as follows:
1. CHANGE IN APPENDIX A
Appendix A of the Agreement, "Compensation of Subadviser," is hereby
amended:
a. to add the subadvisory fee for the following ten portfolios (each
a "Portfolio"):
LIFESTYLE AGGRESSIVE 1000 - I TRUST
LIFESTYLE GROWTH 820 - I TRUST
LIFESTYLE BALANCED 640 - I TRUST
LIFESTYLE MODERATE 460 - I TRUST
LIFESTYLE CONSERVATIVE 280 - I TRUST
LIFESTYLE AGGRESSIVE 1000 - II TRUST
LIFESTYLE GROWTH 820 - II TRUST
LIFESTYLE BALANCED 640 - II TRUST
LIFESTYLE MODERATE 460 - II TRUST
LIFESTYLE CONSERVATIVE 000 - XX XXXXX
XXXX XXXXXXXX XX XXXXXXX TRUST I
VALUE BLEND TRUST I
GROWTH BLEND TRUST I
GLOBAL BALANCED TRUST I
CORESOLUTION TRUST I
CORE HOLDINGS OF AMERICA TRUST II
VALUE BLEND TRUST II
GROWTH BLEND TRUST II
GLOBAL BALANCED TRUST II
CORESOLUTION TRUST II
QUANTITATIVE VALUE TRUST
2. EFECTIVE DATE
This Amendment shall become effective with respect to each portfolio on
the later to occur of: (i) approval of the Amendment by the Board of Trustees of
Manufacturers Investment Trust and (ii) execution of the Amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed under seal by their duly authorized officers as of the date first
mentioned above.
MANUFACTURERS SECURITIES SERVICES, LLC
By: The Manufacturers Life Insurance Company (U.S.A.), its managing member
By: _____________________________________________
Xxxxx X. Xxxxxxxxx, Executive Vice President,
Secretary and General Counsel
MFC GLOBAL INVESTMENT MANAGEMENT (U.S.A.) LIMITED
By:___________________________
Xxx Xxxxx, President
APPENDIX A
The Subadviser shall serve as investment subadviser for the following
portfolios of the Trust. The Adviser will pay the Subadviser, as full
compensation for all services provided under this Agreement, the fee computed
separately for each such Portfolio at an annual rate as follows (the "Subadviser
Percentage Fee"):
1. Pacific Rim Emerging Markets Portfolio: .350% of the first
$50,000,000, .350% between $50,000,000 and $200,000,000, .350% between
$200,000,000 and $500,000,000 and .250% on the excess over $500,000,000
of the average daily value of the net assets of the Portfolio.
2. Quantitative Equity Portfolio: .250% of the first $50,000,000,
.250% between $50,000,000 and $200,000,000, .250% between $200,000,000
and $500,000,000 and .200% between $500,000,000 and $1 billion and
.150% on the excess over $1 billion of the average daily value of the
net assets of the Portfolio.
3. Equity Index Portfolio: .100% of the first $50,000,000, .100%
between $50,000,000 and $200,000,000, .100% between $200,000,000 and
$500,000,000 and .100% on the excess over $500,000,000 of the average
daily value of the net assets of the Portfolio.
4. Money Market Portfolio: .050% of the first $50,000,000, .050%
between $50,000,000 and $200,000,000, .050% between $200,000,000 and
$500,000,000 and .020% on the excess over $500,000,000 of the current
value of the net assets of the Portfolio;
5. Lifestyle Conservative 280 Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
6. Lifestyle Moderate 460 Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
7. Lifestyle Balanced 640 Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
8. Lifestyle Growth 820 Trust: .075% of the first $100 million of
the average daily value of the net assets of the Portfolio and .05% of
the excess over $100 million.
9. Lifestyle Aggressive 1000 Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
10. International Index Trust: .070% of the first $250,000,000,
.050% between $250,000,000 and $500,000,000, .030% on the excess over
$500,000,000 of the current value of the net assets of the Portfolio.
11. SmallCap Index Trust: .040% of the first $250,000,000, .030%
between $250,000,000 and $500,000,000, .010% on the excess over
$500,000,000 of the current value of the net assets of the Portfolio.
12. Mid Cap Index Trust: .040% of the first $250,000,000, .030%
between $250,000,000 and $500,000,000, .010% on the excess over
$500,000,000 of the current value of the net assets of the Portfolio.
13. Total Stock Market Index Trust: .040% of the first
$250,000,000, .030% between $250,000,000 and $500,000,000, .010% on the
excess over $500,000,000 of the current value of the net assets of the
Portfolio.
14. 500 Index Trust: .020% of the first $250,000,000, .020%
between $250,000,000 and $500,000,000, .010% on the excess over
$500,000,000 of the current value of the net assets of the Portfolio.
15. Balanced Portfolio: .250% of the first $50,000,000, .200%
between $50,000,000 and $200,000,000, .150% between $200,000,000 and
$500,000,000 and .150% on the excess over $500,000,000 of the average
daily value of the net assets of the Portfolio.
16. Quantitative Mid Cap Portfolio: .300% of the first
$50,000,000, .300% between $50,000,000 and $200,000,000, .200% between
$200,000,000 and $500,000,000 and .200% on the excess over $500,000,000
of the average daily value of the net assets of the Portfolio.
17. and 18.
BETWEEN
BETWEEN $200 MILLION BETWEEN
FIRST $50 MILLION AND AND $500 $500 MILLION EXCESS OVER
PORTFOLIO $50 MILLION $200 MILLION MILLION AND $1 BILLION $1 BILLION
-------------------------------- ------------ --------------- ------------ -------------- -----------
Emerging Growth Trust .......... 0.350% 0.350% 0.350% 0.350% 0.350%
Quantitative All Cap Trust ..... 0.300% 0.250% 0.250% 0.250% 0.250%
19. Lifestyle Conservative 280 - II Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
20. Lifestyle Moderate 460 - II Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
21. Lifestyle Balanced 640 - II Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
22. Lifestyle Growth 820 - II Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
23. Lifestyle Aggressive 1000 - II Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
24. Lifestyle Conservative 280 - I Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
25. Lifestyle Moderate 460 - I Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
26. Lifestyle Balanced 640 - I Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
27. Lifestyle Growth 820 - I Trust: .075% of the first $100 million
of the average daily value of the net assets of the Portfolio and .05%
of the excess over $100 million.
28. Lifestyle Aggressive 1000 - I Trust: .075% of the first $100
million of the average daily value of the net assets of the Portfolio
and .05% of the excess over $100 million.
29. CORE HOLDINGS OF AMERICA TRUST I
VALUE BLEND TRUST I
GROWTH BLEND TRUST I
GLOBAL BALANCED TRUST I
CORESOLUTION TRUST I
CORE HOLDINGS OF AMERICA TRUST II
VALUE BLEND TRUST II
GROWTH BLEND TRUST II
GLOBAL BALANCED TRUST II
CORESOLUTION TRUST II .075%
30. Quantitative Value Portfolio: .300% of the first $50,000,000,
.300% between $50,000,000 and $200,000,000, .200% between $200,000,000
and $500,000,000 and .200% on the excess over $500,000,000 of the
average daily value of the net assets of the Portfolio.
The Subadviser Percentage Fee for each Portfolio shall be accrued for
each calendar day and the sum of the daily fee accruals shall be paid monthly to
the Subadviser. The daily fee accruals will be computed by multiplying the
fraction of one over the number of calendar days in the year by the applicable
annual rate described in the preceding paragraph, and multiplying this product
by the net assets of the Portfolio as determined in accordance with the Trust's
prospectus and statement of additional information as of the close of business
on the previous business day on which the Trust was open for business.
If this Agreement becomes effective or terminates before the end of any
month, the fee (if any) for the period from the effective date to the end of
such month or from the beginning of such month to the date of termination, as
the case may be, shall be prorated according to the proportion which such period
bears to the full month in which such effectiveness or termination occurs.
