ELEVENTH AMENDMENT
TO AMENDED AND RESTATED
INVESTMENT ADVISORY AGREEMENT
THIS AMENDMENT effective as of the 14th day of September,
2010 amends that certain Amended and Restated Investment
Advisory Agreement dated as of November 20, 2002, and amended as
of June 8, 2006, June 27, 2007, September 24, 2007, January 31,
2008, October 1, 2008, March 2, 2009, May 29, 2009, September
29, 2009, January 1, 2010 and June 30, 2010 (the "Agreement") by
and between Virtus Opportunities Trust, a Delaware statutory
trust (the "Trust"), and Virtus Investment Advisers, Inc., a
Massachusetts corporation (the "Adviser"), as follows:
1. Virtus International Equity Fund is hereby added as an
additional Series to the Agreement.
2. The investment advisory fee for Virtus International Equity
Fund is hereby set forth on Schedule A to the Agreement,
Schedule A is hereby deleted and Schedule A attached hereto
is substituted in its place to reflect such addition.
2. Except as expressly amended hereby, all provisions of the
Agreement shall remain in full force and effect and are
unchanged in all other respects. All initial capitalized
terms used but not defined herein shall have such meanings
as ascribed thereto in the Agreement, as amended.
3. This Agreement may be executed in any number of
counterparts (including executed counterparts delivered and
exchanged by facsimile transmission) with the same effect
as if all signing parties had originally signed the same
document, and all counterparts shall be construed together
and shall constitute the same instrument. For all
purposes, signatures delivered and exchanged by facsimile
transmission shall be binding and effective to the same
extent as original signatures.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto intending to be
legally bound have caused this Agreement to be executed by their
duly authorized officers of other representatives.
VIRTUS OPPORTUNITIES TRUST
By: /s/ Xxxxxx X. Xxxxxxx
Name: Xxxxxx X. Xxxxxxx
Title: President
VIRTUS INVESTMENT ADVISERS, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Senior Vice President
SCHEDULE A
Series Investment Advisory Fee
Virtus Alternatives
Diversifier Fund 0.10%
Virtus Premium AlphaSector Fund 1.10%
1ST $1 $1+ BILLION
BILLION THROUGH $2+
$2 BILLION BILLION
Virtus CA Tax-Exempt Bond Fund 0.45% 0.40% 0.35%
Virtus Global Infrastructure Fund 0.65% 0.60% 0.55%
Virtus Global Opportunities Fund 0.85% 0.80% 0.75%
Virtus Global Real Estate
Securities Fund 0.85% 0.80% 0.75%
Virtus High Yield Fund 0.65% 0.60% 0.55%
Virtus International Real Estate
Securities Fund 1.00% 0.95% 0.90%
Virtus Multi-Sector Fixed
Income Fund 0.55% 0.50% 0.45%
Virtus Multi-Sector Short
Term Bond Fund 0.55% 0.50% 0.45%
Virtus Real Estate Securities Fund 0.75% 0.70% 0.65%
Virtus Senior Floating Rate Fund 0.60% 0.55% 0.50%
1ST $2 $2+ BILLION
BILLION THROUGH $4+
$4 BILLION BILLION
Virtus Foreign Opportunities Fund 0.85% 0.80% 0.75%
Virtus International Equity Fund 0.85% 0.80% 0.75%
1st $1
Billion $1+ Billion
Virtus AlphaSector Allocation Fund 0.45% 0.40%
Virtus AlphaSector Rotation Fund 0.45% 0.40%
Xxxxxx Xxxx Fund 0.45% 0.40%
Virtus Greater Asia ex Japan
Opportunities Fund 1.00% 0.95%
Virtus Greater European
Opportunities Fund 0.85% 0.80%
Virtus Market Neutral Fund 1.50% 1.40%
