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EXHIBIT 99.(d)(1)(c)
MANUFACTURERS INVESTMENT TRUST
AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT
AMENDMENT made this ____ day of ______, 2001, to the Amended and
Restated Advisory Agreement dated January 1, 1996, as amended, and between
Manufacturers Investment Trust, a Massachusetts business trust (the "Trust") and
Manufacturers Securities Services, LLC, a Delaware limited liability company
("MSS" or the "Adviser"). In consideration of the mutual covenants contained
herein, the parties agree as follows:
1. CHANGE IN APPENDIX A
Appendix A to this Agreement is revised to reflect the appointment and
compensation of MSS as investment adviser for the additional portfolios as set
forth in Appendix A to this Amendment Trust (collectively, the "Portfolios").
2. CHANGE IN APPENDIX B
Appendix B to this Agreement is revised to include the Portfolios as
set forth in Appendix B to this Amendment.
3. EFFECTIVE DATE
This Amendment shall become effective with respect to each
Portfolio on the later of: (i) the date of its execution, and (ii) if
applicable, the date of the meeting of shareholders (or sole shareholder, if
applicable) of the Portfolio called for the purpose of voting on this Amendment,
at which meeting this Amendment shall have been approved by the vote of a
majority of the outstanding voting securities (as defined in the Investment
Company Act of 1940, as amended) of the Portfolio.
MANUFACTURERS INVESTMENT TRUST
By: ____________________________________
MANUFACTURERS SECURITIES SERVICES, LLC
By: The Manufacturers Life Insurance Company of North America, its managing
member
By: ____________________________________
Xxxxx X. Xxxxx, President
By: ____________________________________
Xxxxx X. Xxxxxxxxx, Vice President,
Secretary and General Counsel
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APPENDIX A
1. Global Equity Trust: 0.900% of the current net assets of the Portfolio.
2. Blue Chip Growth Trust: 0.875% of the current net assets of the
Portfolio.
3. Mid Cap Blend Trust: 0.850% of the current net assets of the Portfolio.
4. Equity-Income Trust: 0.875% of the current net assets of the Portfolio.
5. Growth & Income Trust: 0.750% of the current net assets of the
Portfolio.
6. Strategic Bond Trust: 0.775% of the current net assets of the
Portfolio.
7. Global Bond Trust: 0.800% of the current net assets of the Portfolio.
8. Investment Quality Bond Trust: 0.650% of the current net assets of the
Portfolio.
9. U.S. Government Securities Trust: 0.650% of the current net assets of
the Portfolio.
10. Money Market Trust: 0.500% of the current net assets of the Portfolio.
11. Large Cap Growth Trust: 0.875% of the current net assets of the
Portfolio.
12. Income & Value Trust: 0.800% of the current net assets of the
Portfolio.
13. Diversified Bond Trust: 0.750% of the current net assets of the
Portfolio.
14. Overseas Trust: 0.950% of the current net assets of the Portfolio.
15. Mid Cap Growth Trust: 0.950% of the current net assets of the
Portfolio.
16. International Small Cap Trust: 1.100% of the current net assets of the
Portfolio.
17. Growth Trust: 0.850% of the current net assets of the Portfolio.
18. Value Trust: 0.800% of the current net assets of the Portfolio.
19. High Yield Trust: 0.775% of the current net assets of the Portfolio.
20. International Stock Trust: 1.050% of the current net assets of the
Portfolio.
21. Science & Technology Trust: 1.100% of the current net assets of the
Portfolio.
22. Emerging Small Company Trust: 1.050% of the current net assets of the
Portfolio.
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23. Aggressive Growth Trust: 1.000% of the current net assets of the
Portfolio.
24. Pacific Rim Emerging Markets Trust: 0.850% of the current net assets of
the Portfolio.
25. Equity Index Trust: 0.250% of the current net assets of the Portfolio.
26. Quantitative Equity Trust: 0.700% of the current net assets of the
Portfolio.
27. Small Cap Value Trust: 1.050% of the current assets of the Portfolio.
28. Small Company Blend Trust: 1.050% of the current net assets of the
Portfolio.
29. U.S. Large Cap Value Trust: 0.875% of the current net assets of the
Portfolio.
30. Total Return Trust: 0.775% of the current net assets of the Portfolio.
31. International Value Trust: 1.000% of the current net assets of the
Portfolio.
32. Mid Cap Stock Trust: 0.925% of the current net assets of the Portfolio.
33. Lifestyle Conservative 280 Trust: 0.075% of the first $100 million of
current net assets of the Portfolio and .05% of the excess over $100
million.
34. Lifestyle Moderate 460 Trust: 0.075% of the first $100 million of
current net assets of the Portfolio and .05% of the excess over $100
million.
35. Lifestyle Balanced 640 Trust: 0.075% of the first $100 million of
current net assets of the Portfolio and .05% of the excess over $100
million.
36. Lifestyle Growth 820 Trust: 0.075% of the first $100 million of current
net assets of the Portfolio and .05% of the excess over $100 million.
37. Lifestyle Aggressive 1000 Trust: 0.075% of the first $100 million of
current net assets of the Portfolio and .05% of the excess over $100
million.
38. Internet Technologies Trust: 1.150% of the current net assets of the
Portfolio.
39. Dynamic Growth Trust: 1.000% of the current net assets of the
Portfolio.
40. Tactical Allocation Trust: 0.900% of the current net assets of the
Portfolio.
41. International Index Trust: 0.550% of the current net assets of the
Portfolio.
42. Small Cap Index Trust: 0.525% of the current net assets of the
Portfolio.
43. Mid Cap Index Trust: 0.525% of the current net assets of the Portfolio.
44. Total Stock Market Index Trust: 0.525% of the current net assets of the
Portfolio.
45. 500 Index Trust: 0.525% of the current net assets of the Portfolio.
46. Capital Appreciation Trust: 0.900% of the first $300 million of current
net assets of the Portfolio and .85% of the excess over $300 million.
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BETWEEN BETWEEN
$50 MILLION $200 MILLION
FIRST AND AND EXCESS OVER
PORTFOLIO $50 MILLION $200 MILLION $500 MILLION $500 MILLION
47. Mid Cap Value Trust ........ .950% .950% .90% .875%
48. Quantitative Mid Cap Trust . .800% .800% .700% .700%
49. Balanced Trust ............. .750% .700% .650% .650%
50. All Cap Value Trust ........ .950% .950% .950% .900%
51. Real Estate Securities Trust .800% .800% .750% .750%
BETWEEN BETWEEN
$50 MILLION $250 MILLION
FIRST AND AND EXCESS OVER
PORTFOLIO $50 MILLION $250 MILLION $500 MILLION $500 MILLION
52. Mid Cap Growth Trust ...... 1.00% .975% .950% .925%
53. Telecommunications Trust .. 1.10% 1.075% 1.025% .950%
54. Mid Cap Opportunities Trust 1.00% 1.000% .950% .950%
55. Financial Services Trust .. .950% .900% .900% .850%
56. Fundamental Value Trust ... .950% .900% .900% .850%
57. Health Sciences Trust ..... 1.100% 1.100% 1.100% 1.050%
BETWEEN BETWEEN BETWEEN
$300 MILLION $600 MILLION $900 MILLION
FIRST AND AND AND EXCESS OVER
PORTFOLIO $300 MILLION $600 MILLION $900 MILLION $1.5 BILLION $15 BILLION
58. Capital Opportunities Trust .900% .875% .850% .825% 0.75%
59. Strategic Growth Trust .... .900% .875% .850% .825% 0.75%
60. Utilities Trust ........... .900% .875% .850% .825% 0.75%
61. Small-Mid Cap Growth Trust: _____% of the current net assets of the
Portfolio.
62. Small-Mid Cap Trust: _____% of the current net assets of the Portfolio.
63. International Equity Select Trust: _____% of the current net assets of
the Portfolio.
64. Select Growth Trust: _____% of the current net assets of the Portfolio.
65. Global Equity Select Trust: _____% of the current net assets of the
Portfolio.
66. Core Value Trust: _____% of the current net assets of the Portfolio.
67. High Grade Bond Trust: _____% of the current net assets of the
Portfolio.
The Percentage Fee for each Portfolio shall be paid daily to the
Adviser. The daily fee will be computed by multiplying the fraction of one over
the number of calendar days in the year by the applicable annual rate described
in the preceding paragraph, and multiplying this product by the net assets of
the Portfolio as determined in accordance with the Trust's prospectus and
statement of additional information as of the close of business on the previous
business day on which the Trust was open for business.
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APPENDIX B
The Expense Limit for each Portfolio for the purposes of paragraph
2.d.i (B) shall be .50% for each Portfolio except the following:
Portfolio Percent
--------- -------
Global Equity Trust .75%
Global Bond Trust .75%
(formerly, the Global Government Bond Trust)
Overseas Trust .75%
(formerly, the International Growth and Income Trust)
International Small Cap Trust .75%
International Stock Trust .75%
Pacific Rim Emerging Markets Trust .75%
International Value Trust .75%
Equity Index Trust .15%
International Index Trust .050%
Small Cap Index Trust .075%
Mid Cap Index Trust .075%
Total Stock Market Index Trust .075%
500 Index Trust .050%
Lifestyle Conservative 280 Trust *
Lifestyle Moderate 460 Trust *
Lifestyle Balanced 640 Trust *
Lifestyle Growth 820 Trust *
Lifestyle Aggressive 1000 Trust *
*If total expenses of a Lifestyle Trust ( absent reimbursement) exceed
0.075%, the Adviser will reduce the advisory fee or reimburse expenses of
that Lifestyle Trust by an amount such that total expenses of the Lifestyle
Trust, equal 0.075%. If the total expenses of a Lifestyle Trust (absent
reimbursement) are equal to or less then 0.075%, then no expenses will be
reimbursed by the Adviser. (For purposes of the expense reimbursement total
expenses of a Lifestyle Trust includes the advisory fee but excludes (a) the
expenses of the Underlying Portfolios, (b) taxes, (c) portfolio brokerage,
(d) interest, (e) litigation and (f) indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Trust's
business.)
