AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
This Amendment (this “Amendment”), effective March 9, 2016, is made to the Administrative Services Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Life & Annuity Insurance Company (“GWL&A”).
WHEREAS, Great-West Funds and GWL&A are parties to an Administrative Services Agreement, dated May 1, 2015 (the “Agreement”); and
WHEREAS, pursuant to Section 12.1 of the Agreement, Great-West Funds and GWL&A desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and GWL&A agree as follows:
| 1. | Exhibit A of the Agreement is deleted in its entirety and replaced with the Exhibit A attached hereto and incorporated herein. |
| 2. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 3. | 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. |
| 4. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized at Greenwood Village, Colorado, on the day and year first written above.
| GREAT-WEST FUNDS, INC. | GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY | |||||||
| By: | /s/ Xxxxx X. XxXxxx | By: | /s/ Xxxx X. Xxxxxx | |||||
| Name: | Xxxxx X. XxXxxx | Name: | Xxxx X. Xxxxxx | |||||
| Title: | SVP & Managing Director | Title: | Vice President | |||||
EXHIBIT A
FEES
Recordkeeping and Administrative Services Fees: Great-West Funds shall pay GWL&A a fee equal to 0.35% of the average daily net asset value of G, G1, Initial, L, T, and T1 class shares of each of the Funds listed below, excluding the Great-West SecureFoundation Balanced ETF, for which GWL&A provides services.
All fees shall be paid monthly in arrears. Each monthly fee shall be determined based on the average daily net asset value of the assets in the account during each month and each monthly fee will be independent of every other monthly fee.
| CORE FUNDS | PROFILE FUNDS (CONTINUED) | |
| Great-Xxxx Xxxxx Mid Cap Value Fund | Great-West Moderately Aggressive Profile I Fund | |
| Great-West Bond Index Fund | Great-West Moderately Aggressive Profile II Fund | |
| Great-West Federated Bond Fund | Great-West Moderately Conservative Profile I Fund | |
| Great-West Xxxxxxx Sachs Mid Cap Value Fund | Great-West Moderately Conservative Profile II Fund | |
| Great-West International Index Fund | LIFETIME ASSET ALLOCATION FUNDS | |
| Great-West Invesco Small Cap Value Fund | Great-West Lifetime 2015 Fund I | |
| Great-West Xxxxxx Xxxxxx Bond Fund | Great-West Lifetime 2015 Fund II | |
| Great-West Xxxxxx Xxxxxx Small Cap Value Fund | Great-West Lifetime 2015 Fund III | |
| Great-West MFS International Growth Fund | Great-West Lifetime 2025 Fund I | |
| Great-West MFS International Value Fund | Great-West Lifetime 2025 Fund II | |
| Great West Money Market Fund | Great-West Lifetime 2025 Fund III | |
| Great-West Multi-Manager Large Cap Growth Fund | Great-West Lifetime 2035 Fund I | |
| Great-West Multi-Manager Small Cap Growth Fund | Great-West Lifetime 2035 Fund II | |
| Great-West Xxxxxx Equity Income Fund | Great-West Lifetime 2035 Fund III | |
| Great-West Xxxxxx High Yield Bond Fund | Great-West Lifetime 2045 Fund I | |
| Great-West Real Estate Index Fund | Great-West Lifetime 2045 Fund II | |
| Great-West S&P 500 Index Fund | Great-West Lifetime 2045 Fund III | |
| Great-West S&P Mid Cap 400 Index Fund | Great-West Lifetime 2055 Fund I | |
| Great-West S&P Small Cap 600 Index Fund | Great-West Lifetime 2055 Fund II | |
| Great-West Short Duration Bond Fund | Great-West Lifetime 2055 Fund III | |
| Great-West Stock Index Fund | SECUREFOUNDATION FUNDS | |
| Great-West X. Xxxx Price Equity Income Fund | Great-West SecureFoundation Balanced Fund | |
| Great-West X. Xxxx Price Mid Cap Growth Fund | Great-West SecureFoundation Lifetime 2015 Fund | |
| Great-West Xxxxxxxxx Global Bond Fund | Great-West SecureFoundation Lifetime 2020 Fund | |
| Great-West U.S. Government Mortgage Securities Fund | Great-West SecureFoundation Lifetime 2025 Fund | |
| PROFILE FUNDS | Great-West SecureFoundation Lifetime 2030 Fund | |
| Great-West Aggressive Profile I Fund | Great-West SecureFoundation Lifetime 2035 Fund | |
| Great-West Aggressive Profile II Fund | Great-West SecureFoundation Lifetime 2040 Fund | |
| Great-West Conservative Profile I Fund | Great-West SecureFoundation Lifetime 2045 Fund | |
| Great-West Conservative Profile II Fund | Great-West SecureFoundation Lifetime 2050 Fund | |
| Great-West Moderate Profile I Fund | Great-West SecureFoundation Lifetime 2055 Fund | |
| Great-West Moderate Profile II Fund |
AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
This Amendment (this “Amendment”), effective April 29, 2016, is made to the Administrative Services Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Life & Annuity Insurance Company (“GWL&A”).
WHEREAS, Great-West Funds and GWL&A are parties to an Administrative Services Agreement, dated May 1, 2015 (the “Agreement”); and
WHEREAS, pursuant to Section 12.1 of the Agreement, Great-West Funds and GWL&A desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and GWL&A agree as follows:
| 1. | Exhibit A of the Agreement is deleted in its entirety and replaced with the Exhibit A attached hereto and incorporated herein. |
| 2. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 3. | 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. |
| 4. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized at Greenwood Village, Colorado, on the day and year first written above.
| GREAT-WEST FUNDS, INC. | GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY | |||||||
| By: | /s/ Xxxxx X. XxXxxx | By: | /s/ Xxxx X. Xxxxxx | |||||
| Name: | Xxxxx X. XxXxxx | Name: | Xxxx X. Xxxxxx | |||||
| Title: | SVP & Managing Director | Title: | Vice President | |||||
EXHIBIT A
FEES
Recordkeeping and Administrative Services Fees: Great-West Funds shall pay GWL&A a fee equal to 0.35% of the average daily net asset value of G, G1, Initial, L, T, and T1 class shares of each of the Funds listed below, excluding the Great-West SecureFoundation Balanced ETF, for which GWL&A provides services.
All fees shall be paid monthly in arrears. Each monthly fee shall be determined based on the average daily net asset value of the assets in the account during each month and each monthly fee will be independent of every other monthly fee.
| CORE FUNDS | PROFILE FUNDS (CONTINUED) | |
| Great-Xxxx Xxxxx Mid Cap Value Fund | Great-West Moderately Aggressive Profile II Fund | |
| Great-West Bond Index Fund | Great-West Moderately Conservative Profile I Fund | |
| Great-West Federated Bond Fund | Great-West Moderately Conservative Profile II Fund | |
| Great-West Xxxxxxx Sachs Mid Cap Value Fund | LIFETIME ASSET ALLOCATION FUNDS | |
| Great-West International Index Fund | Great-West Lifetime 2015 Fund | |
| Great-West Invesco Small Cap Value Fund | Great-West Lifetime Conservative 2015 Fund | |
| Great-West Xxxxxx Xxxxxx Bond Fund | Great-West Lifetime 2020 Fund | |
| Great-West Xxxxxx Xxxxxx Small Cap Value Fund | Great-West Lifetime Conservative 2020 Fund | |
| Great-West MFS International Growth Fund | Great-West Lifetime 2025 Fund | |
| Great-West MFS International Value Fund | Great-West Lifetime Conservative 2025 Fund | |
| Great West Money Market Fund | Great-West Lifetime 2030 Fund | |
| Great-West Multi-Manager Large Cap Growth Fund | Great-West Lifetime Conservative 2030 Fund | |
| Great-West Multi-Manager Small Cap Growth Fund | Great-West Lifetime 2035 Fund | |
| Great-West Xxxxxx Equity Income Fund | Great-West Lifetime Conservative 2035 Fund | |
| Great-West Xxxxxx High Yield Bond Fund | Great-West Lifetime 2040 Fund | |
| Great-West Real Estate Index Fund | Great-West Lifetime Conservative 2040 Fund | |
| Great-West S&P 500 Index Fund | Great-West Lifetime 2045 Fund | |
| Great-West S&P Mid Cap 400 Index Fund | Great-West Lifetime Conservative 2045 Fund | |
| Great-West S&P Small Cap 600 Index Fund | Great-West Lifetime 2050 Fund | |
| Great-West Short Duration Bond Fund | Great-West Lifetime Conservative 2050 Fund | |
| Great-West Stock Index Fund | Great-West Lifetime 2055 Fund | |
| Great-West X. Xxxx Price Equity Income Fund | Great-West Lifetime Conservative 2055 Fund | |
| Great-West X. Xxxx Price Mid Cap Growth Fund | SECUREFOUNDATION FUNDS | |
| Great-West Xxxxxxxxx Global Bond Fund | Great-West SecureFoundation Balanced Fund | |
| Great-West U.S. Government Mortgage Securities Fund | Great-West SecureFoundation Lifetime 2015 Fund | |
| PROFILE FUNDS | Great-West SecureFoundation Lifetime 2020 Fund | |
| Great-West Aggressive Profile I Fund | Great-West SecureFoundation Lifetime 2025 Fund | |
| Great-West Aggressive Profile II Fund | Great-West SecureFoundation Lifetime 2030 Fund | |
| Great-West Conservative Profile I Fund | Great-West SecureFoundation Lifetime 2035 Fund | |
| Great-West Conservative Profile II Fund | Great-West SecureFoundation Lifetime 2040 Fund | |
| Great-West Moderate Profile I Fund | Great-West SecureFoundation Lifetime 2045 Fund | |
| Great-West Moderate Profile II Fund | Great-West SecureFoundation Lifetime 2050 Fund | |
| Great-West Moderately Aggressive Profile I Fund | Great-West SecureFoundation Lifetime 2055 Fund |
