The Portfolio Management Agreement Sample Contracts

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • April 27th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 15th day of December, 1999, and amended the 1st day of July, 2004, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Fund Asset Management, L.P., currently doing business as Mercury Advisors (“Portfolio Manager”), a Delaware limited partnership, or such other assumed business names the Portfolio Manager may assume in the future, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 28th day of March 2006.

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PACIFIC SELECT FUND AMENDMENT NO. 1 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 22nd, 2015 • Pacific Select Fund

This AMENDMENT, made effective December 31, 2014, to the Portfolio Management Agreement made the 1st day of January, 2009 (the “Agreement”), by and among BlackRock Capital Management, Inc., a Delaware Corporation (“Portfolio Manager”), Pacific Life Fund Advisors LLC, a Delaware Limited Liability Company (“Investment Adviser”), and Pacific Select Fund, a Massachusetts Business Trust (the “Fund”). The Agreement is hereby amended as set forth below (the “Amendment”). Capitalized terms not defined herein shall have the meaning given to them in the Agreement.

PACIFIC SELECT FUND AMENDMENT NO. 3 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 19th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 3rd day of April, 2002, and the second made the 22nd day of July, 2004, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Janus Capital Management LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 17th day of May, 2006.

PACIFIC SELECT FUND AMENDMENT NO. 3 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 22nd, 2015 • Pacific Select Fund

This AMENDMENT made effective December 31, 2014, to the Portfolio Management Agreement (the “Agreement”) made the 2nd day of February, 2009, as previously amended on May 1, 2011, and on August 1, 2014, by and among Western Asset Management Company, a California Corporation (“Portfolio Manager”), Pacific Life Fund Advisors LLC, a Delaware Limited Liability Company (“Investment Adviser”), and Pacific Select Fund, a Massachusetts Business Trust (the “Trust”). The Agreement is hereby amended as set forth below (the “Amendment”). Capitalized terms not defined herein shall have the meaning given to them in the Agreement.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 24th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 29th day of December, 2000 and the second made the 26th day of August, 2004, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, A I M Capital Management, Inc., (“Portfolio Manager”), a Texas corporation, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 16th day of December, 2005.

PACIFIC SELECT FUND AMENDMENT NO. 4 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • December 9th, 2005 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 2nd day of January, 2001, as amended, by and among Pacific Life Insurance Company (“Adviser”), a Nebraska corporation, and Massachusetts Financial Services Company, doing business as MFS Investment Management (“Fund Manager”), a Delaware corporation, and Pacific Select Fund, a Massachusetts Business Trust (“Trust”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 7th day of November, 2005.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • April 27th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) first made the 1st day of May, 2003 and the first amended on April 30, 2005, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, NFJ Investment Group L.P. (“Portfolio Manager”), a Delaware limited partnership, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended a second time to add the provisions set forth below (together the “Amendment”), which is made this 2nd day of February, 2006. Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 18th, 2008 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of December, 2005, as amended to date, by and among Pacific Life Fund Advisors LLC (“Investment Adviser”), a Delaware limited liability company, ClearBridge Advisors, LLC, (“Portfolio Manager”), a Delaware limited partnership and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made effective the 1st day of May, 2007.

PACIFIC FUNDS AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • April 26th, 2006 • Pacific Funds

The Fund Management Agreement (the “Agreement”), the first made the 25th day of September, 2001, and the second made May 4, 2005, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Lazard Asset Management LLC (“Fund Manager”), a Delaware limited liability company, and Pacific Funds, a Delaware statutory trust (“Fund”), as amended, (together the “Agreement”), are hereby further amended to add the provisions set forth below, which is made this 15th day of March, 2006.

SECOND AMENDMENT TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • April 28th, 2010 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2006 and amended on May 1, 2007, by and among Pacific Life Fund Advisors LLC, a Delaware Limited Liability Company (“Investment Adviser”), AllianceBernstein L.P. (“Portfolio Manager”), and Pacific Select Fund, a Massachusetts Business Trust (the “Fund”) is hereby amended with the provisions set forth below (together the “Amendment”), which is made this 1st day of January 2010.

FORM OF PACIFIC FUNDS AMENDMENT NO. 5 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • June 30th, 2006 • Pacific Funds

The Portfolio Management Agreement (the “Agreement”) the first made the 2nd day of January, 2001, and as amended thereafter, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Massachusetts Financial Services Company (“Fund Manager”), a Delaware corporation, and Pacific Funds, a Delaware statutory trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this ___ day of ___, 2006.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • February 9th, 2010 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2008, as amended to date, by and among Pacific Life Fund Advisors LLC (“Investment Adviser”), a Delaware limited liability company, J.P. Morgan Investment Management Inc. (“Portfolio Manager”), a Delaware corporation and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 8 day of April, 2009.

PACIFIC SELECT FUND AMENDMENT NO. 4 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 18th, 2008 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2003, as amended to date, by and among Pacific Life Fund Advisors LLC (“Investment Adviser”), a Delaware limited liability company, NFJ Investment Group L.P., (“Portfolio Manager”), a Delaware limited partnership and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 12th day of September, 2007.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 19th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 1st day of May, 2003, and amended the 8th day of December, 2003 by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Goldman Sachs Asset Management, L.P. (“Portfolio Manager”), a Delaware limited liability partnership organized under the laws of the State of Delaware, and Pacific Select Fund, a Massachusetts business trust (the “Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 22 day of August, 2006.

PACIFIC SELECT FUND AMENDMENT NO. 3 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 24th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 5th day of May, 2000 and amended the 1st day of January, 2001, and again on the 5th day of August, 2004, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Pacific Investment Management Company LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 9th day of December, 2005.

PACIFIC SELECT FUND AMENDMENT NO. 1 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • December 26th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2003 by and among Pacific Life Insurance Company (“Investment Adviser”), a California corporation, Goldman Sachs Asset Management, L.P. (“Portfolio Manager”), a Delaware limited partnership organized under the laws of the State of Delaware, and Pacific Select Fund, a Massachusetts business trust, (the “Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 8th day of December, 2003.

PACIFIC SELECT FUND AMENDMENT NO. 1 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 19th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2003 by and among Pacific Life Insurance Company (“Investment Adviser”), a California corporation, Goldman Sachs Asset Management, L.P. (“Portfolio Manager”), a Delaware limited partnership organized under the laws of the State of Delaware, and Pacific Select Fund, a Massachusetts business trust, (the “Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 8th day of December, 2003.

PACIFIC SELECT FUND AMENDMENT NO. 4 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 22nd, 2013 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2008, as amended to date, by and among Pacific Life Fund Advisors LLC (“Investment Adviser”), a Delaware limited liability company, J.P. Morgan Investment Management Inc., (“Portfolio Manager”), a Delaware corporation and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), effective the 1st day of October, 2012.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • April 27th, 2006 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 28th day of December, 1999 and the second made the 6th day of August, 2004, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Capital Guardian Trust Company (“Portfolio Manager”), a California corporation, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 15th day of March, 2006.

PACIFIC SELECT FUND AMENDMENT NO. 5 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 19th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) the first made the 2nd day of January 2001,and as amended thereafter, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Massachusetts Financial Services Company (“Portfolio Manager”), a Delaware corporation, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 1 day of May, 2006.

PACIFIC SELECT FUND AMENDMENT NO. 3 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 18th, 2011 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May, 2008, as amended to date, by and among Pacific Life Fund Advisors LLC (“Investment Adviser”), a Delaware limited liability company, J.P. Morgan Investment Management Inc., (“Portfolio Manager”), a Delaware corporation and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), effective the 1st day of January, 2011.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 22nd, 2015 • Pacific Select Fund

This AMENDMENT made effective the 1st day of August, 2014, to the Portfolio Management Agreement (the “Agreement”) made the 2nd day of February, 2009, as previously amended on May 1, 2011, by and among Western Asset Management Company, a California Corporation (“Portfolio Manager”), Pacific Life Fund Advisors LLC, a Delaware Limited Liability Company (“Investment Adviser”), and Pacific Select Fund, a Massachusetts Business Trust (the “Trust”). The Agreement is hereby amended as set forth below (the “Amendment”). Capitalized terms not defined herein shall have the meaning given to them in the Agreement.

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PACIFIC SELECT FUND AMENDMENT TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 26th, 2005 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 5th day of May, 2000 by and among Pacific Life Insurance Company (“Investment Adviser”), a California corporation, Pacific Investment Management Company LLC (“Portfolio Manager”), a Delaware limited liability company, and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 5th day of August, 2004.

PACIFIC SELECT FUND AMENDMENT NO. 2 TO THE PORTFOLIO MANAGEMENT AGREEMENT
The Portfolio Management Agreement • January 19th, 2007 • Pacific Select Fund

The Portfolio Management Agreement (the “Agreement”) made the 1st day of May 2003 and the first amendment made October 4, 2005, by and among Pacific Life Insurance Company (“Investment Adviser”), a Nebraska corporation, Morgan Stanley Investment Management Inc., a Delaware corporation, doing business as Van Kampen (“Portfolio Manager”), and Pacific Select Fund, a Massachusetts business trust (“Fund”), is hereby amended to add the provisions set forth below (together the “Amendment”), which is made this 2nd day of June, 2006.

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