FORM OF
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 22nd day of February 2001.
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 one new series designated as the
Internet Tollkeeper Series; and
WHEREAS, the Trust desires to appoint DSI as Manager for the Internet
Tollkeeper 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 the
International Equity 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 as of the date of its execution.
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be
executed on the date indicated.
THE GCG TRUST
Attest________________________ By:________________________
Title:________________________ Title:_____________________
DIRECTED SERVICES, INC.
Attest________________________ By:________________________
Title:________________________ Title:_____________________
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
Capital Appreciation Series
Rising Dividends Series
Emerging Markets Series
Market Manager Series
Value Equity Series
Strategic Equity Series
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 Fund (formerly, Global Fixed Income Series)
Developing World Series
Investors Series
All Cap Series
Large Cap Value Series
Managed Global Series
Diversified Mid-Cap Series
Asset Allocation Growth Series
Special Situations Series
Growth and Income Series
International Equity Series
Internet Tollkeeper 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
Equity Income [formerly, Multiple 1.00% of first $750 million;
Allocation], Fully Managed, Hard 0.95% of next $1.250 billion;
Asset, Real Estate, Capital 0.90% of next $1.5 billion; and
Appreciation, Rising Dividends, 0.85% of amount in excess of $3.5 billion
Value Equity, Strategic Equity,
and Small Cap Series:
Limited Maturity Bond and 0.60% of first $200 million;
Liquid Asset Series: 0.55% of next $300 million; and
0.50% of amount in excess of $500 million
Emerging Markets Series and: 1.75% of average daily net assets
Developing World Series
Market Manager Series: 1.00% 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 1.10% of first $250 million in combined
[formerly, Growth & assets in these Series;
Income Series] and 1.05% of next $400 million;
Growth Series [formerly, 1.00% of next $450 million; and
Value + Growth Series]: 0.95% of amount in excess of $1.1 billion
Mid-Cap Growth, Total Return, 1.00% of first $250 million in combined
and Research Series: assets in these Series;
0.95% of next $400 million;
0.90% of next $450 million; and
0.85% of amount in excess of $1.1 billion
Core Bond Series (formerly,
Global Fixed Income Series):
Investor Series and All 1.00% of first $500 million;
Cap 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 1.00% of first $500 million;
and Asset Allocation 0.95% of next $250 million;
Growth Series: 0.90% of next $500 million; and
0.85% of amount in excess of $1.25 billion
Special Situations Series and 1.10% of first $250 million;
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 Series:
