Exhibit No. EX-99.d.8.i
AMENDMENT #1 TO SUB-ADVISORY AGREEMENT
THIS AMENDMENT #1 ("Amendment") to the Sub-Advisory Agreement ("Agreement")
dated July 1, 2005, by and between Xxxxxx Global Investments, Inc., a Delaware
Corporation (the "Advisor") and Xxxxx Capital Management Incorporated, a
California corporation (the "Sub-Advisor"), is made effective this 8th day of
February, 2007.
RECITALS
WHEREAS, the Sub-Advisor manages an allocated portion of the assets of MGI
US Small/Mid Cap Value Equity Fund, a series of the MGI Funds (the "Trust")
under the Agreement.
WHEREAS, the Agreement provides that the parties may mutually agree to
supplement or amend any provision of the Agreement and the Sub-Advisor and the
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.
2. All other terms and provisions of the Agreement shall remain in full
force and effect, except as modified hereby.
Xxxxxx Global Investments, Inc. Xxxxx Capital Management Incorporated
By: /s/ Xxxx Xxxxxxxxxxxx By: /s/ Xxxx X. Xxxxxx
Name: Xxxx Xxxxxxxxxxxx Name: Xxxx X. Xxxxxx
Title: Chief Investment Officer Title: Senior Portfolio Manager
EXHIBIT A
SUB-ADVISORY AGREEMENT
BETWEEN
XXXXXX GLOBAL INVESTMENTS, INC.
AND
XXXXX CAPITAL MANAGEMENT INCORPORATED
February 8, 2007
MGI US SMALL/MID CAP VALUE EQUITY FUND
Sub-Advisor Investment Management Fees
Fee Schedule
As compensation for the Sub-Advisor's services hereunder, the Sub-Advisor
shall be paid by the Advisor a monthly fee, payable in arrears, based upon daily
net assets managed by the Sub-Advisor during the period, calculated pursuant to
the following schedule:
Annual Fee Net Value of Assets
0.90% On the first $20 million
0.75% On all assets over $20 million
