AMENDMENT TO SUBADVISORY CONTRACT
WHEREAS, Clearwater Investment Trust, on behalf of Clearwater Small Cap
Fund, Xxxxxxx Capital Management ("KCM") and Clearwater Management Co., Inc.
("CMC") are parties (the "Parties") to a Subadvisory Contract, dated May 1,
1994; and
WHEREAS, the Parties intend to amend the Subadvisory Contract as of the
date set forth below;
NOW THEREFORE, in consideration of the mutual promises set forth in the
Subadvisory Contract, the Parties hereby agree as follows:
1. Section 4 of the Subadvisory Contract is deleted and the following Section is
added.
4. Subadviser's Compensation. The Manager shall pay to the Subadviser
for services hereunder a fee at the annual rate provided in the
following schedule based on the Fund's net assets under the
Subadviser's management:
Percent Net Assets
0.85% Up to and including $50 million
0.80% Over $50 million
Such fee shall be calculated and accrued on a monthly basis as a
percentage of the Fund's month end net assets under the Subadviser's
management, and shall be payable quarterly after the end of each
calendar quarter on or before the 15th day of January, April, July and
October of each year with respect to the preceding quarter. If this
Contract shall be effective for only a portion of a calendar quarter,
the aforesaid fee shall be prorated for that portion of such calendar
quarter during which this Contract is in effect.
2. The rate of the Subadviser's compensation as set forth in P. 1 herein is
retroactive to January 1, 1997 and the aggregate amount of the difference
between the compensation accrued and owing to KCM as of the fiscal year ended
December 31, 1997 and what would have been accrued and owed had the rate of
compensation described in P. 1 been in effect during such fiscal year is to be
paid to CMC.
IN WITNESS WHEREOF, the Parties have executed this Amendment.
CLEARWATER INVESTMENT TRUST CLEARWATER MANAGEMENT
on behalf of the Clearwater Small Cap Fund CO., INC.
/s/Xxxxxxxxx X. Xxxxxxxxxxxx /s/Xxxxxx X. Xxxxxx
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By: Xxxxxxxxx X. Xxxxxxxxxxxx By: Xxxxxx X. Xxxxxx
Title: Chairman Title: Chairman
XXXXXXX CAPITAL MANAGEMENT
/s/Xxxxxxx Xxxxxx
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By: Xxxxxxx Xxxxxx
Title: Vice President
January 1, 1998