Exhibit (d)(2)(A)(v)
[ING FUNDS LOGO]
April 28, 2006
Xxxxxxx X. Xxxxxx
Vice President
X. Xxxx Price Associates, Inc.
000 Xxxx Xxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Dear Xx. Xxxxxx:
Pursuant to Section 6 of the Portfolio Management Agreement dated October
24, 1997 among ING Investors Trust, Directed Services, Inc. and X. Xxxx Price
Associates, Inc. (the "Agreement") we hereby modify the fees payable to the
Portfolio Manager for ING X. Xxxx Price Capital Appreciation Portfolio (the
"Portfolio"), effective April 28, 2006.
Upon your acceptance, the Agreement will be modified to reflect the fee
changes to the annual portfolio management fees for the Portfolio as indicated
on AMENDED SCHEDULE B of the Agreement. The AMENDED SCHEDULE B, with the annual
portfolio management fees indicated for the Portfolio, is attached hereto.
Please signify your acceptance of the modified fees under the Agreement
with respect to the Portfolio by signing below.
Very sincerely,
Xxxxxx X. Xxxx
Executive Vice President
ING Investors Trust
ACCEPTED AND AGREED TO:
X. Xxxx Price Associates, Inc.
By:
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Name:
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Title: , Duly Authorized
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0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Investors Trust
Scottsdale, AZ 00000-0000 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
FORM OF AMENDED SCHEDULE B
COMPENSATION FOR SERVICES
For services provided by X. Xxxx Price Associates, Inc. on behalf of the
following Series of ING Investors Trust, pursuant to the Portfolio Management
Agreement dated October 24, 1997, as amended, the Manager will pay the Portfolio
Manager a fee, computed daily and payable no later than the tenth (10th)
business day immediately following the end of each calendar month, based on the
average daily net assets of the Portfolios at the following annual rates:
Portfolios(1)
ANNUAL SUBADVISER FEE
----------------------
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS)
ING X. Xxxx Price Capital Appreciation ASSETS UP TO $1 BILLION:
Portfolio 0.50% on the first $250 million average daily net assets
0.40% on the next $250 million average daily net assets
0.40% on all assets once assets exceed $500 million
WHEN ASSETS EXCEED $1 BILLION:
0.35% on assets over $1 billion
WHEN ASSETS EXCEED $2 BILLION:
0.40% on the first $500 million
0.35% on assets over $500 million
WHEN ASSETS EXCEED $3 BILLION:
0.35% on all assets once assets exceed $3 billion
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(1) The fees payable under this Subadvisory Agreement are subject to a group
fee waiver. For purposes of this fee waiver, the assets of the Portfolios
will be aggregated with those of ING X. Xxxx Price Diversified Mid Cap
Growth Portfolio and ING X. Xxxx Price Growth Equity Portfolio (the "IPI
Portfolios"), each a series of ING Partners, Inc. that is managed by an
affiliate of the Adviser and sub-advised by the Subadviser. Pursuant to the
terms of a letter agreement between the Adviser and Subadviser dated
December 5, 2001, as amended, the fee waiver will be calculated based on
the aggregate assets of the Portfolios and the IPI Portfolios as indicated
below and will be applied to any fees payable by a Portfolio.
Notwithstanding the reference to the fee waiver in this Schedule B, the
terms of the letter agreement shall govern the fee waiver.
- Aggregate assets between $750 million and $1.5 billion = 5%
discount
- Aggregate assets between $1.5 billion and $3.0 billion = 7.5%
discount
- Aggregate assets greater than $3.0 billion = 10% discount
ING X. Xxxx Price Equity Income Portfolio 0.40% on the first $250 million average daily net assets
0.375% on the next $250 million average daily net assets
0.35% on average daily net assets over $500 million
Concurrently with payment of the subadvisory fee, the Manager or its agent will
provide the Portfolio Manager with a worksheet or such information reasonably
necessary to support the calculation of the fees due to it hereunder.
For the Capital Appreciation Portfolio, the Subadviser will provide the Advisor
a transitional credit to eliminate any discontinuity between the tiered fee
schedule and the flat fee once assets exceed $3 billion. The credit will apply
at asset levels between $2.93 billion and $3 billion.
To accommodate circumstances where the Portfolio's assets fall beneath $3.0
billion and to prevent a decline in the Portfolio's assets from causing an
increase in the absolute dollar fee, Sub-advisor will provide a transitional
credit to cushion the impact of reverting to the original tiered fee schedule.
This credit will be applied against the fees assessed under the existing fee
schedule and will have the effect of reducing the dollar fee until assets either
(a) exceed $3 billion, when the flat fee would be triggered or, (b) fall below a
threshold of $2.93 billion, where the original fee schedule would be fully
re-applied.
The credit is determined by prorating the difference between the tiered fee
schedule and the flat fee schedule ($250,000) by the quotient of the difference
between current portfolio size for billing purposes and the phase in asset
amount ($2.93 billion) over $70 million (which is the difference between $3
billion and the phase in amount). The credit would approach $250,000 annually
when the Portfolio's assets were close to $3 billion and fall to zero at $2.93
billion.
The transitional credit is determined as follows:
Current Portfolio Size for Billing Purposes - $2.93 billion
----------------------------------------------------------- X $250,000
$70,000,000
