EX-99.d.12.i
AMENDMENT TO THE SUB-ADVISORY AGREEMENT
THIS AMENDMENT ("Amendment") to the Sub-Advisory Agreement ("Agreement")
dated August 16, 2006, by and between Mercer Global Investments, Inc., a
Delaware corporation (the "Advisor"), and Lazard Asset Management LLC, a
Delaware limited liability company (the "Sub-Adviser"), is made effective this
28th day of February, 2008.
RECITALS
WHEREAS, the Agreement provides that the parties may mutually agree to
supplement or amend any provision of the Agreement; and
WHEREAS, the Sub-Adviser manages certain investments on behalf of the MGI
Funds (the "Trust") under the Agreement, as amended, with respect to the
following Fund:
MGI Non-US Core Equity Fund, a series of the MGI Funds; and
WHEREAS, the Sub-Adviser and Advisor wish to amend the Agreement:
AGREEMENT
NOW THEREFORE, in consideration of the promises and mutual agreements set
forth herein, the parties hereby agree to amend the Agreement, as follows:
1. Exhibit A, the Fee Schedule of the Agreement is hereby deleted in its
entirety and replaced with Exhibit A to this Amendment: and
2. All other terms and provisions of the Agreement shall remain in full
force and effect, except as modified hereby.
Mercer Global Investments, Inc. Lazard Asset Management LLC
By: By:
Name: Name:
Title: Title:
EXHIBIT A
SUB-ADVISORY AGREEMENT
BETWEEN
MERCER GLOBAL INVESTMENTS, INC.
AND
LAZARD ASSET MANAGEMENT LLC
Effective Date: February 28, 2008
MGI NON-US CORE EQUITY FUND
FEE SCHEDULE
The fees for investment management services provided by the Sub-Advisor are
based upon the value of the Sub-Advisor Assets under management and calculated
as follows:
ASSETS COMPENSATION
0.80% on the first $50 million
0.75% on the next $100 million
0.70% on the next $50 million
0.60% on all assets over $200 million
Global Fee Arrangement: The parties hereto agree that the fee schedule set
forth herein shall apply to all relationship assets relating to portfolios of
Xxxxxx Global Investments, Inc. and its affiliates (collectively, "MGI") managed
by the Sub-Advisor and each of its affiliates globally in the Emerging Markets
Equity Strategy.
