TWENTY-THIRD AMENDMENT
TO AMENDED AND RESTATED
INVESTMENT ADVISORY AGREEMENT
THIS AMENDMENT effective as of the 8th day of February 2016,
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, June 30, 2010, September 14, 2010,
January 1, 2011, March 15, 2011, February 6, 2012, August 28,
2012, December 18, 2012, June 10, 2013, December 18, 2013,
November 13, 2014, January 6, 2015, March 19, 2015, and May 11,
2015 (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. The investment advisory fees for Virtus Equity Trend Fund
are 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. Schedule A is hereby deleted and Schedule A attached hereto
is substituted in its place.
3. 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 the meanings
ascribed thereto in the Agreement, as amended.
4. 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/ W. Xxxxxxx Xxxxxxx
Name: W. Xxxxxxx Xxxxxxx
Title: Senior Vice President, Chief Financial Officer & Treasurer
VIRTUS INVESTMENT ADVISERS, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Executive Vice President
SCHEDULE A
Series Investment Advisory Fee
Virtus Alternatives Diversifier Fund 0.00%
Virtus Essential Resources Fund 1.10%
1st $1 Billion $1+ Billion through $2+ Billion
$2 Billion
Virtus CA Tax-Exempt Bond Fund
0.45% 0.40% 0.35%
Virtus Global Commodities Stock Fund
1.00% 0.95% 0.90%
Virtus Global Dividend 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 Intermediate 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 Billion $2+ Billion
through $4 Billion $4+ Billion
Virtus Multi-Asset Trend Fund
1.00% 0.95% 0.90%
Virtus Disciplined Select Country Fund
1.10% 1.05% 1.00%
Virtus Disciplined Select Bond Fund
0.80% 0.75% 0.70%
Virtus Disciplined Equity Style Fund
1.00% 0.95% 0.90%
Virtus Foreign Opportunities Fund
0.85% 0.80% 0.75%
Virtus Global Equity Trend Fund
1.00% 0.95% 0.90%
Virtus International Equity Fund
0.85% 0.80% 0.75%
Virtus Low Volatility Equity Fund
0.95% 0.90% 0.85%
1st $1 Billion $1+ Billion
Virtus Sector Trend Fund
0.45% 0.40%
Xxxxxx Xxxx Fund
0.45% 0.40%
Virtus Emerging Markets Debt Fund
0.75% 0.70%
Virtus Emerging Markets Small-Cap Fund
1.20% 1.15%
Virtus Emerging Markets Equity Income Fund
1.05% 1.00%
Virtus Greater European Opportunities Fund
0.85% 0.80%
Xxxxxx Xxxxxxxx Fund
1.00% 0.95%
Virtus International Small-Cap Fund
1.00% 0.95%
Virtus International Wealth Masters Fund
0.90% 0.85%
Virtus Wealth Masters Fund
0.85% 0.80%
1st $4 Billion $4+ Billion
Virtus Equity Trend Fund
1.00% 0.95%
1st $1 Billion $1+ Billion $2+ Billion
Through $2 Billion through $10
Billion $10+ Billion
Virtus Multi-Sector Short Term Bond Fund
0.55% 0.50% 0.45% 0.425%