ADDENDUM TO INVESTMENT ADVISORY AGREEMENT
The Investment Advisory Agreement, made the 8th day of March, 1990 and
amended the 12th day of May, 1995, between the AUL American Series Fund, Inc.
(the "Fund"), a Maryland corporation, and American United Life Insurance
Company(R) (the "Adviser"), a life insurance company domiciled in Indiana, (the
"Agreement") is hereby amended by the addition of the provisions set forth in
this addendum to the Agreement, which is made this 19th day of November, 1997.
WITNESSETH:
WHEREAS, the Fund is authorized to issue shares of Common Stock in separate
portfolios with each such portfolio representing interests in a separate
portfolio of securities and other assets; and
WHEREAS, the Fund currently consists of five separate portfolios designated
as the AUL American Equity Portfolio, the AUL American Bond Portfolio, the AUL
American Money Market Portfolio, the AUL American Managed Portfolio, and the AUL
American Tactical Asset Allocation Portfolio (each a "Portfolio"); and
WHEREAS, the Fund intends to establish three additional LifeStyle
Portfolios to be designated as the AUL American Conservative Investor Portfolio
(the "Conservative Investor Portfolio"), the AUL American Moderate Investor
Portfolio (the "Moderate Investor Portfolio"), and the AUL American Aggressive
Investor Portfolio (the "Aggressive Investor Portfolio"); hereinafter
collectively referred to as the "LifeStyle Portfolios" and
WHEREAS, the Fund desires to appoint the Adviser as investment adviser to
the LifeStyle Portfolios under the provisions set forth in the Agreement and in
this Addendum to the Agreement; and
WHEREAS, the Adviser 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 Fund
hereby appoints the Adviser to provide investment advisory services to the
LifeStyle Portfolios which, in addition to all other Portfolios previously
established, shall be deemed Portfolios under the Agreement, subject to the
terms and conditions as specified in the Agreement, including paragraph six
(6),"Compensation," as amended by this Addendum.
2. Paragraph six (6), ("Compensation") of the Agreement is amended by adding
the following underscored language to paragraph six (6), which is restated
as follows:
6. Compensation. In consideration of the services to be rendered by the
Adviser under this Agreement, the Fund shall pay the Adviser a fee with
respect to each of the AUL American Equity, AUL American Bond, AUL American
Money Market, and AUL American Managed Portfolios, calculated and accrued
daily and paid each month, according to the following formula: (A) an
amount at an annual rate of 0.50% of the average daily net assets of the
Portfolio; (B) minus, until the later of the Termination of the Expense
Assumption Agreement or December 31, 1990, the amount by which the
Portfolio's aggregate ordinary operating expenses exceed 1.0% of the
Portfolio's average daily net assets during the year, but in no event more
than the amount described in (A), above (the "Reduced Amount"), if any; and
(C) plus, if the aggregate ordinary operating expenses of the Portfolio are
less than 1.0% of the Portfolio's average daily net assets during the year
and if this Agreement is still in effect, the lesser of (i) any Reduced
Amount attributable to any of the preceding five years that has not been
previously reflected in a fee increase received by the Adviser, with such
Reduced Amounts considered in the chronological order of their occurrence,
or (ii) an amount which, when added to the Portfolio's other ordinary
operating expenses, will cause the Portfolio's total ordinary operating
expenses to equal 1.0% of the Portfolio's average daily net assets during
the year. For purposes of this provision, ordinary operating expenses shall
not include interest, taxes, brokerage commissions, legal claims and
liabilities, litigation costs and indemnification payments in connection
with litigation, and other extraordinary expenses. In consideration of the
services to be rendered by the Adviser under this Agreement, the Fund shall
pay the Adviser a fee with respect to the Tactical Asset Allocation
Portfolio, calculated and accrued daily and paid each month, equal at an
annual rate of 0.80% of the average daily net assets of such Portfolio and
a fee with respect to the LifeStyle Portfolios, calculated and accrued
daily and paid each month, equal at an annual rate of 0.70% of the average
daily net assets of such Portfolios.
IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed
by their officers designated below on the date written above.
On Behalf of AUL AMERICAN SERIES FUND, INC.
_______________________________________ ____________________________________
ATTEST: Xxxxxxx X. Xxxxxx, Secretary to Xxxxx X. Xxxxxx, Chairman of the
the Board of Directors Board of Directors
On Behalf of AMERICAN UNITED LIFE INSURANCE COMPANY(R)
___________________________________ ______________________________________
ATTEST: Xxxxxxx X. Xxxxx, Secretary Xxxxx X. Xxxxxx, Chairman of the Board,
the Board of Directors President and Chief Executive Officer
