THIRD AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT
THIRD AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT
This Third Amendment (this “Amendment”), effective May 17, 2018, is made to the Expense Limitation Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).
WHEREAS, Great-West Funds and Adviser are parties to an Expense Limitation Agreement, dated May 1, 2017, as amended on August 1, 2017 and January 4, 2018 (the “Agreement”) with respect to the funds included in Schedule A attached hereto; and
WHEREAS, pursuant to Section 3.4 of the Agreement, Great-West Funds and Adviser desire to amend the Agreement on the terms and conditions set forth herein.
NOW THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, Great-West Funds and Adviser agree as follows:
| 1. | Schedule A of the Agreement is hereby deleted in its entirety and replaced with Schedule A attached hereto. |
| 2. | In the event of a conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall control. |
| 3. | This Amendment may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument. |
| 4. | Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect. |
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| GWCM – GW Funds Amendment to Expense Limitation Agreement dated 5/1/17 (All Core Funds Except MMF and EME + GWCS Funds) | 1 of 4 |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through duly authorized officers as of the Effective Date.
| GREAT-WEST CAPITAL MANAGEMENT, LLC | ||||||||||||
| Attest: | /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
By: | /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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| Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
Name: | ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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| Title: | Vice President, Counsel & Secretary |
Title: | President & Chief Executive Officer |
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| GREAT-WEST FUNDS, INC. | ||||||||||||
| Attest: | /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
By: | /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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| Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ |
Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇ |
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| Title: | Vice President, Counsel & Secretary |
Title: | Chief Financial Officer & Treasurer |
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| GWCM – GW Funds Amendment to Expense Limitation Agreement dated 5/1/17 (All Core Funds Except MMF and EME + GWCS Funds) | 2 of 4 |
SCHEDULE A
TO THE
GREAT-WEST FUNDS, INC.
The initial term ends on April 30, 2018 for all Funds with the exception of the Great-West Inflation-Protected Securities Fund, the Great-West Core Strategies: U.S. Equity Fund, the Great-West Core Strategies: International Equity Fund, the Great-West Core Strategies: Flexible Bond Fund, the Great-West Core Strategies: Inflation-Protected Securities Fund, and the Great-West Core Strategies: Short Duration Bond Fund.
For the Great-West Inflation-Protected Securities Fund the initial term ends on April 30, 2019.
For the Great-West Core Strategies: U.S. Equity Fund, the Great-West Core Strategies: International Equity Fund, the Great-West Core Strategies: Flexible Bond Fund, the Great-West Core Strategies: Inflation-Protected Securities Fund, and the Great-West Core Strategies: Short Duration Bond Fund the initial term ends on August 28, 2019.
| Fund | Expense Limitation Amount | |
| Great-▇▇▇▇ ▇▇▇▇▇ Mid Cap Value Fund – Institutional Class, Investor Class and Class L Shares | 0.70% of the average daily net assets | |
| Great-West Bond Index Fund – Institutional Class, Investor Class and Class L Shares | 0.15% of the average daily net assets | |
| Great-West Core Bond Fund – Institutional Class, Investor Class and Class L Shares | 0.35% of the average daily net assets | |
| Great-West Core Strategies: Flexible Bond Fund– Institutional Class Shares | 0.45% of the average daily net assets | |
| Great-West Core Strategies: Inflation-Protected Securities Fund– Institutional Class Shares | 0.40% of the average daily net assets | |
| Great-West Core Strategies: International Equity Fund– Institutional Class Shares | 0.65% of the average daily net assets | |
| Great-West Core Strategies: Short Duration Bond Fund– Institutional Class Shares | 0.25% of the average daily net assets | |
| Great-West Core Strategies: U.S. Equity Fund– Institutional Class Shares | 0.55% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇▇ Sachs Mid Cap Value Fund - Institutional Class, Investor Class and Class L Shares | 0.80% of the average daily net assets | |
| Great-West Inflation-Protected Securities Fund – Institutional Class, Investor Class and Class L Shares | 0.35% of the average daily net assets | |
| Great-West International Growth Fund – Institutional Class, Investor Class and Class L Shares | 0.85% of the average daily net assets | |
| Great-West International Index Fund - Institutional Class, Investor Class and Class L Shares | 0.32% of the average daily net assets | |
| Great-West International Value Fund - Institutional Class, Investor Class and Class L Shares | 0.72% of the average daily net assets | |
| Great-West Invesco Small Cap Value Fund - Institutional Class, Investor Class and Class L Shares | 0.83% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇ ▇▇▇▇▇▇ Bond Fund - Institutional Class, Investor Class and Class L Shares | 0.55% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇ ▇▇▇▇▇▇ Small Cap Value Fund - Institutional Class, Investor Class and Class L Shares | 0.74% of the average daily net assets | |
| Great-West Multi-Manager Large Cap Growth Fund - Institutional Class, Investor Class and Class L Shares | 0.65% of the average daily net assets | |
| Great-West Multi-Manager Small Cap Growth Fund - Institutional Class, Investor Class and Class L Shares | 0.84% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇ Equity Income Fund – Institutional Class, Investor Class and Class L Shares | 0.75% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇ High Yield Bond Fund - Institutional Class, Investor Class and Class L Shares | 0.75% of the average daily net assets | |
| Great-West Real Estate Index Fund – Institutional Class, Investor Class and Class L Shares | 0.35% of the average daily net assets | |
| Great-West S&P 500® Index Fund - Institutional Class, Investor Class and Class L Shares | 0.23% of the average daily net assets | |
| Great-West S&P Mid Cap 400® Index Fund - Institutional Class, Investor Class and Class L Shares | 0.20% of the average daily net assets |
| GWCM – GW Funds Amendment to Expense Limitation Agreement dated 5/1/17 (All Core Funds Except MMF and EME + GWCS Funds) | 3 of 4 |
| Great-West S&P Small Cap 600® Index Fund - Institutional Class, Investor Class and Class L Shares | 0.21% of the average daily net assets | |
| Great-West Short Duration Bond Fund - Institutional Class, Investor Class and Class L Shares | 0.25% of the average daily net assets | |
| Great-West ▇. ▇▇▇▇ Price Equity Income Fund - Institutional Class, Investor Class and Class L Shares | 0.47% of the average daily net assets | |
| Great-West ▇. ▇▇▇▇ Price Mid Cap Growth Fund - Institutional Class, Investor Class and Class L Shares | 0.67% of the average daily net assets | |
| Great-West ▇▇▇▇▇▇▇▇▇ Global Bond Fund - Institutional Class, Investor Class and Class L Shares | 0.66% of the average daily net assets | |
| Great-West U.S. Government Securities Fund - Institutional Class, Investor Class and Class L Shares | 0.25% of the average daily net assets |
| GWCM – GW Funds Amendment to Expense Limitation Agreement dated 5/1/17 (All Core Funds Except MMF and EME + GWCS Funds) | 4 of 4 |