FORM OF AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT AGREEMENT
Exhibit (d)(1)(xv)
FORM OF
AMENDMENT NO. 1
TO THE
INVESTMENT MANAGEMENT AGREEMENT
AMENDMENT NO. 1 dated September [9], 2005 to the Amended and Restated Investment Management Agreement (“Amendment No. 1”), dated as of April 1, 2004, between EQ Advisors Trust, a Delaware business trust (the “Trust”) and AXA Equitable Life Insurance Company (formerly, The Equitable Life Assurance Society of the United States), a New York stock life insurance company (“AXA Equitable” or “Manager”).
The Trust and AXA Equitable agree to modify and amend the Investment Management Agreement dated as of April 1, 2004 (“Original Agreement”) as follows:
1. Name Changes. The following Portfolios’ names shall be changed as follows:
| Current Name |
New Name | |
| EQ/Enterprise Equity Portfolio | EQ/TCW Equity Portfolio* | |
| EQ/Enterprise Equity Income Portfolio | EQ/Boston Advisors Equity Income Portfolio | |
| EQ/Enterprise Growth and Income Portfolio | EQ/UBS Growth and Income Portfolio* | |
| EQ/Enterprise Growth Portfolio | EQ/Montag & Xxxxxxxx Growth Portfolio* | |
| EQ/Enterprise High Yield Bond | EQ/Xxxxxxx-Xxxxxx High Yield Portfolio* | |
| EQ/Enterprise International Growth Portfolio | EQ/International Growth Portfolio* | |
| EQ/Enterprise Managed Portfolio | EQ/Enterprise Moderate Allocation Portfolio*I | |
| EQ/Enterprise Mergers and Acquisitions Portfolio | EQ/GAMCO Mergers and Acquitsitions Portfolio+ | |
| EQ/Enterprise Short Duration Bond Portfolio | EQ/Short Duration Bond Portfolio* | |
| EQ/Enterprise Small Company Growth Portfolio | EQ/Bear Xxxxxxx Small Company Growth Portfolio* | |
| EQ/Enterprise Small Company Value Portfolio | EQ/GAMCO Small Company Value Portfolio+ | |
| EQ/Enterprise Total Return Portfolio | EQ/PIMCO Real Return Portfolio* | |
| EQ/MONY Government Securities Portfolio | EQ/Government Securities Portfolio* | |
| EQ/MONY Intermediate Term Bond Portfolio | EQ/Intermediate Term Bond Portfolio* | |
| EQ/MONY Long Term Bond Portfolio | EQ/Long Term Bond Portfolio* | |
| (collectively, the “Portfolios”) |
| * | Effective May 9, 2005. |
| ** | Effective September 12, 2005 |
| + | Interim name change effective May 9, 2005 did not include the term “GAMCO”. |
2. Terminated Portfolios. The following portfolios are deleted from the Original Agreement: EQ/Enterprise Capital Appreciation Portfolio, EQ/Enterprise Deep Value Portfolio, EQ/Enterprise Global Socially Responsive Portfolio, EQ/Enterprise Multi-Cap Growth Portfolio, EQ/MONY Diversified Portfolio, EQ/MONY Equity Growth Portfolio, EQ/MONY Equity Income Portfolio, EQ/MONY Money Market Portfolio.
3. Portfolios. The Trust affirms its appointment of AXA Equitable as Investment Manager of the Portfolios as listed in Section 1 above.
4. With respect to the EQ/Enterprise Moderate Allocation Portfolio: The Trust hereby appoints AXA Equitable as the investment manager and adviser for such Portfolio, subject to the supervision of the Trustees of the Trust and in the manner and under the terms and conditions set forth in this Agreement. Manager accepts such appointment and agrees to render the services and to assume the obligations set forth in this Agreement commencing on its effective date. Manager will be an independent contractor and will have no authority to act for or represent the Trust in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or another writing by the Trust and Manager.
5. Duration of Agreement. With respect to each Portfolio specified in Appendix A the Agreement will continue in effect as described in Section 9 of the Original Agreement.
6. Appendix A. Appendix A to the Original Agreement, setting forth the Portfolios of the Trust for which AXA Equitable is appointed as the investment manager, is hereby replaced in its entirety by Appendix A attached hereto.
7. Appendix B. Appendix B to the Original Agreement, setting forth the fees payable to AXA Equitable with respect to each Portfolio, is hereby replaced in its entirety by Appendix B attached hereto.
Except as modified and amended hereby, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment No. 1 as of the date first above set forth.
| EQ ADVISORS TRUST | AXA EQUITABLE LIFE INSURANCE COMPANY | |||||||||
| By: | By: | |||||||||
| Xxxxxxx Xxxxxxxxx | Xxxxxx X. Xxxxx | |||||||||
| Treasurer and Chief Financial | Senior Vice President | |||||||||
| Officer | ||||||||||
APPENDIX A
AMENDMENT NO. 1
TO THE
AMENDED AND RESTATED
INVESTMENT MANAGEMENT AGREEMENT
PORTFOLIOS
EQ/Bear Xxxxxxx Small Company Growth Portfolio
EQ/Boston Advisors Equity Income Portfolio
EQ/Xxxxxxx-Xxxxxx High Yield Bond Portfolio
EQ/GAMCO Mergers and Acquisition Portfolio
EQ/GAMCO Small Company Value Portfolio
EQ/International Growth Portfolio
EQ/Enterprise Moderate Allocation Portfolio
EQ/Montag & Xxxxxxxx Growth Portfolio
EQ/PIMCO Return Portfolio
EQ/Short Duration Bond Portfolio
EQ/TCW Equity Portfolio
EQ/UBS Growth and Income Portfolio
EQ/Government Securities Portfolio
EQ/Intermediate Term Bond Portfolio
EQ/Long Term Bond Portfolio
Date: September [9], 0000
XXXXXXXX X
The Trust shall pay the Manager, at the end of each calendar month, compensation computed daily at an annual rate equal to the following:
| Portfolio |
Management Fee | |
| (as a percentage of average daily net assets) | ||
| EQ/Boston Advisors Equity Income Portfolio | 0.75% of the average net assets | |
| EQ/TCW Equity Portfolio | 0.80% of the average daily net assets up to $400 million; 0.75% of the average daily net assets in excess of $400 million up to and including $800 million; and 0.70% of the average daily net assets in excess of $800 million. | |
| EQ/UBS Growth and Income Portfolio | 0.75% of the average daily net assets | |
| EQ/Enterprise Moderate Allocation Portfolio | 0.10% of the average daily net assets | |
| EQ/Montag & Xxxxxxxx Growth Portfolio | 0.75% of the average daily net assets | |
| EQ/Xxxxxxx-Xxxxxx High Yield Bond Portfolio | 0.60% of the average daily net assets | |
| EQ/International Growth Portfolio | 0.85% of the average daily net assets | |
| EQ/GAMCO Mergers and Acquisition Portfolio | 0.90% of the average daily net assets | |
| EQ/Short Duration Bond Portfolio | 0.45% of the average daily net assets | |
| EQ/Bear Xxxxxxx Small Company Growth Portfolio | 1.00% of the average daily net assets | |
| EQ/GAMCO Small Company Value Portfolio | 0.80% of the average daily net assets up to $400 million; 0.75% of the average daily net assets in excess of $400 million up to and including $800 million; and 0.70% of the average daily net assets in excess of $800 million. | |
| EQ/PIMCO Return Portfolio | 0.55% of the average daily net assets | |
| EQ/MONY Intermediate Term Bond Portfolio EQ/MONY Long Term Bond Portfolio EQ/MONY Government Securities Portfolio |
0.50% of average daily net assets up to $400 million; 0.35% of the average daily net assets in excess of $400 million up to and including $800 million; and 0.30% of the average daily net assets in excess of $800 million | |
