MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • April 30th, 2009 • Phoenix Edge Series Fund • Massachusetts
Contract Type FiledApril 30th, 2009 Company JurisdictionThis Agreement is made as of December 31, 2008 by and among each management investment company identified on Appendix A hereto (each such investment company and each management investment company made subject to this Agreement in accordance with Section 18.5 below, shall hereinafter be referred to as (the “Fund”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • April 30th, 2009 • Phoenix Edge Series Fund • Connecticut
Contract Type FiledApril 30th, 2009 Company JurisdictionTHIS AGREEMENT, effective as of the 1st day of May, 2009 (the “Contract Date”) by and between The Phoenix Edge Series Fund, a Massachusetts business trust (the “Trust”) and Phoenix Variable Advisors, Inc., a Delaware corporation (the “Advisor”). This Agreement amends and restates that certain Investment Advisory Agreement between Trust and Advisor effective as of December 1, 2008.
SUBADVISORY AGREEMENT THE PHOENIX EDGE SERIES FUND PHOENIX SMALL-CAP VALUE SERIESPhoenix Edge Series Fund • April 30th, 2009 • New York
Company FiledApril 30th, 2009 JurisdictionAGREEMENT made as of the 1st day of May, 2009 between Phoenix Variable Advisors, Inc. (the “Advisor”), a corporation organized under the laws of the State of Delaware, and Westwood Management Corp. (the “Subadvisor”), a corporation organized under the laws of the State of New York.
SUBADVISORY AGREEMENT THE PHOENIX EDGE SERIES FUND PHOENIX MID-CAP GROWTH SERIESSubadvisory Agreement • April 30th, 2009 • Phoenix Edge Series Fund • New York
Contract Type FiledApril 30th, 2009 Company JurisdictionAGREEMENT made as of the 1st day of May, 2009 between Phoenix Variable Advisors, Inc. (the “Advisor”), a corporation organized under the laws of the State of Delaware, and Neuberger Berman Management LLC (the “Subadvisor”), a corporation organized under the laws of the State of New York.
TRANSFER AGENCY SERVICES AGREEMENTTransfer Agency Services Agreement • April 30th, 2009 • Phoenix Edge Series Fund
Contract Type FiledApril 30th, 2009 CompanyTHIS AGREEMENT is made as of November 1, 2008 (“Effective Date”) by and between PNC Global Investment Servicing (U.S.) Inc., a Massachusetts corporation (“PNC”), and The Phoenix Edge Series Fund, a Massachusetts business trust (the “Fund”). PNC and Fund are sometimes individually referred to as a “Party” and collectively as the “Parties”. Capitalized terms not otherwise defined shall have the meanings set forth in Appendix A.
REMOTE ACCESS SERVICES ADDENDUM TO MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • April 30th, 2009 • Phoenix Edge Series Fund
Contract Type FiledApril 30th, 2009 Company
FORM OF Securities Lending Authorization Agreement between The Phoenix Edge Series Fund and State Street Bank and Trust CompanyLending Authorization Agreement • April 30th, 2009 • Phoenix Edge Series Fund • Massachusetts
Contract Type FiledApril 30th, 2009 Company JurisdictionThis Agreement shall be deemed for all purposes to constitute a separate and discrete agreement between State Street and each Trust on behalf of each respective Fund as listed on Schedule B to this Agreement, as it may be amended by the parties from time to time, and no Fund shall be responsible or liable for any of the obligations of any other Fund under this Agreement or otherwise, notwithstanding anything to the contrary contained herein.
SECOND AMENDMENT TO SUBADVISORY AGREEMENTSubadvisory Agreement • April 30th, 2009 • Phoenix Edge Series Fund
Contract Type FiledApril 30th, 2009 CompanyTHIS AMENDMENT made as of the 1st day of December 2008 between Phoenix Variable Advisors, Inc. (the “Advisor” or “PVA”), a corporation organized under the laws of the state of Delaware, and Morgan Stanley Investment Management Inc., d/b/a/ Van Kampen (“Subadvisor”), a corporation organized under the laws of the State of Delaware.
ADMINISTRATION AGREEMENTAdministration Agreement • April 30th, 2009 • Phoenix Edge Series Fund • Connecticut
Contract Type FiledApril 30th, 2009 Company JurisdictionThis Agreement is effective as of the Transaction Date by and between The Phoenix Edge Series Fund, (the “Fund”) including the series listed under the Fund (each, a “Series” and together the “Series”) on Schedule A, and Phoenix Equity Planning Corporation, to be renamed VP Distributors, Inc., (the “Administrator”).
EXPENSE LIMITATION AGREEMENT THE PHOENIX EDGE SERIES FUNDExpense Limitation Agreement • April 30th, 2009 • Phoenix Edge Series Fund
Contract Type FiledApril 30th, 2009 CompanyThis 2009 Amended and Restated Agreement dated effective April 30, 2009 amends that certain Amended and Restated Expense Limitation Agreement dated as of January 1, 2009 (the “Agreement”) by and between The Phoenix Edge Series Fund, a Massachusetts business trust (the “Registrant”), on behalf of each series of the Registrant listed in Appendix A, as may be amended from time to time (each a “Fund” and collectively, the “Funds”), and the Advisor of each of the Funds, Phoenix Variable Advisors, Inc., a Delaware corporation (the “Advisor”).
FORM OF Underwriting Agreement between The Phoenix Edge Series Fund and Phoenix Equity Planning CorporationPhoenix Equity Planning • April 30th, 2009 • Phoenix Edge Series Fund • Connecticut
Contract Type FiledApril 30th, 2009 Company JurisdictionTHIS AGREEMENT, made and entered into March 31, 2009, by and between The Phoenix Edge Series Fund (the “Fund”) for its eighteen portfolios, (the “Series”), a Massachusetts business trust and Phoenix Equity Planning Corporation (“PEPCO” formerly known as PFG Distribution Company), a Delaware corporation (the “Underwriter”).