FIRST EAGLE FUNDS 1345 Avenue of the Americas New York, New York 10105 Amended and Restated Underwriting AgreementUnderwriting Agreement • February 25th, 2011 • First Eagle Funds • Massachusetts
This Agreement further amends and restates the Amended and Restated Underwriting Agreement between the parties dated April 23, 2004, since which time you have changed your name from “ASB Securities, LLC” to “FEF Distributors, LLC.” First Eagle Funds (the “Trust”), a Delaware statutory trust currently consisting of the portfolios listed on Schedule A, attached hereto, together with all other portfolios subsequently established and made subject to this Agreement, is engaged in the business of an investment company. Its Board of Trustees has selected you to act as principal underwriter (as such term is defined in Section 2(a)(29) of the Investment Company Act of 1940, as amended (the “1940 Act”)) of the shares of beneficial interest of the Trust and you are willing to act as such principal underwriter and to perform the duties and functions of underwriter in the manner and on the conditions hereinafter set forth. Accordingly, the Trust hereby agrees with you as follows:
FIRST EAGLE FUNDS AMENDED AND RESTATED RULE 12b-1 DISTRIBUTION SERVICE PLAN AND AGREEMENT CLASS A, CLASS C and (for First Eagle Fund of America) CLASS Y SHARESRule 12b-1 Distribution Service Plan and Agreement • February 25th, 2011 • First Eagle Funds
The Trust is an open-end management investment company and is registered as such under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust currently offers shares of five separate portfolios: First Eagle Global Fund, (“Global Fund”), First Eagle Overseas Fund, (“Overseas Fund”), First Eagle Gold Fund (“Gold Fund”), First Eagle U.S. Value Fund (“U.S. Value Fund”) and First Eagle Fund of America (“Fund of America”). This Amended and Restated Rule 12b-1 Distribution Service Plan and Agreement relates to each of these portfolios. FEF Distributors acts as the principal underwriter of the Trust pursuant to an Underwriting Agreement dated as of the date hereof.
AMENDED AND RESTATED SUBADVISORY AGREEMENT (FIRST EAGLE FUND OF AMERICA)Subadvisory Agreement • February 25th, 2011 • First Eagle Funds • New York
This AMENDED AND RESTATED SUBADVISORY AGREEMENT (the “Agreement”) is dated as of December 16, 2010 by and between FIRST EAGLE INVESTMENT MANAGEMENT, LLC, a registered investment adviser organized under the laws of the State of Delaware (the “Adviser”), and IRIDIAN ASSET MANAGEMENT LLC, a registered investment adviser organized under the laws of Delaware (the “Subadviser”). This Agreement amends and restates the previous subadvisory agreement between the parties dated September 18, 2009 (the “Previous Agreement”).
Amended and Restated Investment Advisory Contract FIRST EAGLE FUNDS (FIRST EAGLE FUND OF AMERICA) 1345 Avenue of the Americas New York, New York 10105Investment Advisory Contract • February 25th, 2011 • First Eagle Funds • New York
Agreement, originally entered into February 27, 1998 on behalf of a predecessor trust and amended and restated as of April 23, 2004 and again as of the date hereof, between FIRST EAGLE FUNDS, a Delaware statutory trust (the “Trust”), and FIRST EAGLE INVESTMENT MANAGEMENT, LLC, a registered investment adviser organized under the laws of the State of Delaware (the “Adviser”),
Amended and Restated Investment Advisory Contract FIRST EAGLE FUNDS (FIRST EAGLE GLOBAL FUND, FIRST EAGLE OVERSEAS FUND, FIRST EAGLE GOLD FUND and FIRST EAGLE U.S. VALUE FUND) 1345 Avenue of the Americas New York, New York 10105Investment Advisory Contract • February 25th, 2011 • First Eagle Funds • New York
This further amends and restates the Amended and Restated Investment Advisory Contract between the parties dated April 23, 2004, since which time you have changed your name from “Arnhold and S. Bleichroeder Advisers, LLC” to “First Eagle Investment Management, LLC.” First Eagle Funds (the “Trust”), a Delaware statutory trust consisting of four portfolios, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle Gold Fund and First Eagle U.S. Value Fund (referred to herein individually as a “Fund” or collectively as the “Funds”), is engaged in the business of an investment company. The Trust’s Board of Trustees has selected you to act as the investment adviser of the Trust, as more fully set forth below, and you are willing to act as such investment adviser and to perform such services under the terms and conditions hereinafter set forth. Accordingly, the Trust agrees with you as follows:
