FORM OF AMENDMENT NO. 1 TO THE SUB-ADVISORY AGREEMENT
Exhibit 99.B(d)(5)(b)
FORM OF AMENDMENT NO. 1 TO THE
THIS AMENDMENT NO. 1 dated as of October , 2017, to the Sub-Advisory Agreement dated as of July 29, 2016 (“Agreement”), is made by and among Victory Capital Management Inc., a New York corporation (“Adviser”), and SailingStone Capital Partners LLC, a Delaware limited liability company (“Sub-Adviser”). Capitalized terms not otherwise defined herein are to be ascribed the definitions in the Agreement.
WHEREAS, the Parties entered into the Agreement pursuant to which the Sub-Adviser provides investment management services to Victory Global Natural Resources Fund (“Fund”), a series of shares of beneficial interest of Victory Portfolios; and
WHEREAS, the Parties desire to revise Schedule A of the Agreement to reflect a change to the compensation to be paid to Sub-Adviser under the Agreement;
NOW, THEREFORE, in consideration of the terms and conditions hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is agreed as follow:
1. Schedule A of the Agreement is hereby deleted in its entirety and replaced with the attached new Schedule A, effective as of , 2017.
2. All other terms of the Agreement, as amended, shall remain in full force and effect.
IN WITNESS WHEREOF, the Parties have duly executed this Amendment No. 1 as of the date first written above.
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VICTORY CAPITAL MANAGEMENT INC. | |
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By: |
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Name: |
Xxxxxxx Xxxxxxxxx |
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Title: |
Chief Financial Officer and Chief Operating Officer |
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SAILINGSTONE CAPITAL PARTNERS LLC | |
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By: |
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Name: |
MacKenzie X. Xxxxx |
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Title: |
Managing Partner |
