0000897436-12-000313 Sample Contracts

FORM N-SAR ECLIPSE FUNDS FOR PERIOD ENDED 4/30/12 ECLIPSE FUNDS AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • June 28th, 2012 • Eclipse Funds • New York

This Amended and Restated Management Agreement is hereby made as of the 28th day of February, 2012 (the “Agreement”) between Eclipse Funds, a Massachusetts business trust (the “Trust”), further amended from time to time, on behalf of its series as set forth on Schedule A (each, a “Fund,” and collectively, the “Funds”) and New York Life Investment Management LLC, a Delaware limited liability company (“NYLIM” or the “Manager”).

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