First Amendment to Amended and Restated Master Delegation Agreement
Exhibit g 2 a
First Amendment to Amended and Restated Master Delegation Agreement
This First Amendment to Amended and Restated Master Delegation Agreement (the “Amendment”) is made and entered into as of April 29, 2011 by and among each registered investment company identified on the signature page hereto (each such registered investment company shall hereinafter be referred to as a “Fund” and collectively the “Funds”), and, and State Street Bank and Trust Company, a Massachusetts trust company (the “Delegate”).
Witnesseth:
Whereas, the Funds and the Delegate are parties to that certain Amended and Restated Master Delegation Agreement dated as of January 1, 2011 (the “Agreement”); and
Whereas, effective April 29, 2011, one of the Funds, MainStay VP Series Fund, Inc., a Maryland corporation, will be reorganized into MainStay VP Funds Trust, a Delaware statutory trust; and
Whereas, the Funds and the Delegate desire to amend the Agreement to reflect the reorganization.
Now Therefore, for and in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Funds and the Delegate hereby agree as follows:
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1.
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As of the date hereof, MainStay VP Series Fund, Inc. will cease to be a party to the Agreement.
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2.
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As of the date hereof, the Delegate will act as delegate under the terms of the Agreement for MainStay VP Funds Trust.
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3.
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Each Fund and the Delegate hereby confirms its representations and warranties set forth in Section 3 of the Agreement.
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4.
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Appendix A to the Agreement shall be replaced in its entirety by the Appendix A dated April 29, 2011 attached hereto.
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5.
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This Amendment is intended to modify and amend the Agreement and the terms of this Amendment and the Agreement are to be construed to be cumulative and not exclusive of each other. Except as provided herein, the Agreement is hereby ratified and confirmed and remains in full force and effect.
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1
Exhibit g 2 a
In Witness Whereof, the parties have caused this Amendment to be executed by their duly authorized officers to be effective as of the date first above written.
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ECLIPSE FUNDS
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By:
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title:
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President
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ECLIPSE FUNDS INC.
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By:
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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||||
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Title:
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President
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THE MAINSTAY FUNDS
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By:
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title:
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President
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MAINSTAY VP FUNDS TRUST
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By:
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title:
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President
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MAINSTAY FUNDS TRUST
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By:
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/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title:
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President
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STATE STREET BANK AND TRUST COMPANY
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By:
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/s/ | ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |||
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Name:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||||
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Title:
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Executive Vice President | ||||
2
Exhibit g 2 a
Appendix A
to the
Amended and Restated Master Delegation Agreement
(as of April 29, 2011)
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Fund
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Portfolio
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The MainStay Funds
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MainStay Common Stock Fund
MainStay Convertible Fund
MainStay Flexible Bond Opportunities Fund
MainStay Equity Index Fund
MainStay Global High Income Fund
MainStay Government Fund
MainStay High Yield Corporate Bond Fund
MainStay Income Builder Fund
MainStay International Equity Fund
MainStay Large Cap Growth Fund
MainStay MAP Fund
MainStay Money Market Fund
MainStay Principal Preservation Fund
MainStay Tax Free Bond Fund
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Eclipse Funds
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MainStay Balanced Fund
MainStay U.S. Small Cap Fund
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Eclipse Funds Inc.
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MainStay High Yield Opportunities Fund
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3
Exhibit g 2 a
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MainStay VP Funds Trust
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MainStay VP Balanced Portfolio
MainStay ▇▇ ▇▇▇▇ Portfolio
MainStay VP Cash Management Portfolio
MainStay VP Common Stock Portfolio
MainStay VP Conservative Allocation Portfolio
MainStay VP Convertible Portfolio
MainStay Flexible Bond Opportunities Portfolio
MainStay VP Floating Rate Portfolio
MainStay VP Government Portfolio
MainStay VP Growth Allocation Portfolio
MainStay VP Growth Equity Portfolio
MainStay VP High Yield Corporate Bond Portfolio
MainStay VP ICAP Select Equity Portfolio
MainStay VP Income Builder Portfolio
MainStay VP International Equity Portfolio
MainStay VP Large Cap Growth Portfolio
MainStay VP Mid Cap Core Portfolio
MainStay VP Moderate Allocation Portfolio
MainStay VP Moderate Growth Allocation Portfolio
MainStay VP S&P 500 Index Portfolio
MainStay VP U.S. Small Cap Portfolio
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4
Exhibit g 2 a
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MainStay Funds Trust
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MainStay Cash Reserves Fund
MainStay Conservative Allocation Fund
MainStay Epoch U.S. All Cap Fund
MainStay Epoch U.S. Equity Fund
MainStay Epoch Global Choice Fund
MainStay Epoch Global Equity Yield Fund
MainStay Epoch International Small Cap Fund
MainStay Floating Rate Fund
MainStay Growth Allocation Fund
MainStay Growth Equity Fund
MainStay High Yield Municipal Bond Fund
MainStay ICAP Equity Fund
MainStay ICAP Global Fund
MainStay ICAP International Fund
MainStay ICAP Select Equity Fund
MainStay Indexed Bond Fund
MainStay Intermediate Term Bond Fund
MainStay Moderate Allocation Fund
MainStay Moderate Growth Allocation Fund
MainStay Retirement 2010 Fund
MainStay Retirement 2020 Fund
MainStay Retirement 2030 Fund
MainStay Retirement 2040 Fund
MainStay Retirement 2050 Fund
MainStay S&P 500 Index Fund
MainStay Short Term Bond Fund
MainStay 130/30 Core Fund
MainStay 130/30 Growth Fund
MainStay 130/30 International Fund
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