FORM OF AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Exhibit (13)(e)(xiii)
FORM OF AMENDED AND RESTATED
THIS AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT, is hereby made as of May 30, 2023, between The MainStay Funds and MainStay Funds Trust (each a “Trust” and collectively, the “Trusts”), on behalf of each series of the Trusts as set forth on Schedule A (each a “Fund” and collectively, “Funds”), and New York Life Investment Management LLC (the “Manager”) (“Agreement”).
WHEREAS, the Manager has been appointed the manager of each of the Funds pursuant to an Agreement between each Trust, on behalf of the Funds, and the Manager; and
WHEREAS, each Trust and the Manager desire to enter into the arrangements described herein relating to certain expenses of the Funds;
NOW, THEREFORE, each Trust and the Manager hereby agree as follows:
| 1. | The Manager hereby agrees to waive fees and/or reimburse Fund expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses), to the extent necessary to maintain Total Annual Operating Expenses specified for the class of shares of each Fund listed on Schedule A through February 28, 2024, except as provided below. |
| 2. | The waivers and/or reimbursements described in Section 1 above are not subject to recoupment by the Manager. |
| 3. | The Manager understand and intends that the Funds will rely on this Agreement (1) in preparing and filing amendments to the registration statements for the Trusts on Form N-1A with the Securities and Exchange Commission, (2) in accruing each Fund’s expenses for purposes of calculating its net asset value per share and (3) for certain other purposes and expressly permits the Funds to do so. |
| 4. | This agreement shall renew automatically for one-year terms unless the Manager provides written notice of termination prior to the start of the next term or upon approval of the Board of Trustees of the Fund. |
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.
| MAINSTAY FUNDS TRUST | ||
| By: | ||
| Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ | |
| Title: | Treasurer and Principal Financial and Accounting Officer | |
| THE MAINSTAY FUNDS | ||
| By: | ||
| Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ | |
| Title: | Treasurer and Principal Financial and Accounting Officer | |
| NEW YORK LIFE INVESTMENT MANAGEMENT LLC | ||
| By: | ||
| Name: | ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ | |
| Title: | Senior Managing Director | |
2
SCHEDULE A
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
ALL FUNDS (except MainStay CBRE Global Infrastructure Fund, MainStay CBRE Real Estate Fund, MainStay Epoch Global Equity Yield Fund, MainStay Fiera ▇▇▇▇ Growth Fund, MainStay MacKay Strategic Municipal Allocation Fund, MainStay MacKay International Equity Fund and MainStay MacKay U.S. Infrastructure Bond Fund) CLASS R6 SHARES
|
New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R6 do not exceed those of Class I. |
| MainStay Candriam Emerging Markets Equity Fund | Class A: 1.50% Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: 1.01% Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay Candriam Emerging Markets Debt Fund | Class A: 1.15% Class B: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: 0.85% Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay CBRE Global Infrastructure Fund | Expense Limitation until August 31, 2023
Class A: 1.33% Class C: 2.08% Investor Class: 1.45% Class I: 0.97% Class R6: 0.95% SIMPLE Class: 1.70%
|
3
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay CBRE Real Estate Fund | Expense Limitation until August 31, 2023
Class A: 1.18% Class C: 1.93% Investor Class: 1.35% Class I: 0.83% Class R3: 1.43% Class R6: 0.74% SIMPLE Class: 1.60%
|
| MainStay Conservative Allocation Fund | Class A: 0.50% Class B: 1.30% Class C: 1.30% Class I: 0.25% Investor Class: 0.55%
Class R2: 0.60% Class R3: 0.85% SIMPLE Class: 0.80%
|
| MainStay Conservative ETF Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay Defensive ETF Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay Epoch Capital Growth Fund | Class A: 1.15% Class C: None Class I: 0.90% Investor Class: None
|
| MainStay Epoch Global Equity Yield Fund | Class A: 1.09% Class C: 1.84% Class I: 0.84% Class R6: 0.74%
|
MainStay Epoch International Choice Fund
|
Class I: 0.95% |
MainStay Epoch U.S. Equity Yield Fund
|
Class I: 0.73% |
4
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay Equity Allocation Fund | Class A: 0.50% Class B: 1.30% Class C: 1.30% Class I: 0.25% Investor Class: 0.55%
Class R3: 0.85% SIMPLE Class: 0.80%
|
| MainStay Equity ETF Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay ESG Multi- Asset Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay Fiera ▇▇▇▇ Growth Fund | Expense Limitation from May 29, 2023 until February 28, 2026
Class A: 1.15% Class C: 2.05% Class I: 0.85% Class R6: 0.84%
|
5
| MainStay Floating Rate Fund | Class A: 1.05% Class B: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R3: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay Growth Allocation Fund | Class A: 0.50% Class B: 1.30% Class C: 1.30% Class I: 0.25% Investor Class: 0.55% Class R2: 0.60% Class R3: 0.85% SIMPLE Class: 0.80%
|
6
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay Growth ETF Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay MacKay California Tax Free Opportunities Fund | Class A: 0.75% Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C2: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay MacKay Convertible Fund | Class I: 0.61%
|
| MainStay MacKay High Yield Municipal Bond Fund | Class A: 0.875% Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
7
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay MacKay International Equity Fund | Class A: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class B: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class I: 0.85%. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class R1: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class R2: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class R3: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares. Class R6: 0.83% SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class R6 Shares.
|
| MainStay MacKay New York Tax Free Opportunities Fund | Class A: 0.75% Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C2: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay MacKay S&P 500 Index Fund | Class A: 0.60% Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay MacKay Short Duration High Yield Fund | Class A: 1.02% Class C: 1.88%. Class I: 0.78% Investor Class: 1.13%. Class R2: 1.13% Class R3: 1.38% SIMPLE Class: 1.38%
|
8
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay MacKay Short Term Municipal Fund | Expense Limitation until August 31, 2023:
Class A: 0.70% Class A2: 0.70% Class I: 0.40% Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
MainStay MacKay Strategic Bond Fund
|
Class I: 0.70% |
| MainStay MacKay Strategic Municipal Allocation Fund | Expense Limitation until August 31, 2024
Class A: 0.77% Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C2: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R6: 0.50% SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay MacKay Total Return Bond Fund | Class A: 0.88% Class B: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: 0.45% Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R1: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R2: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R3: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
9
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay MacKay U.S. Infrastructure Bond Fund | Class A: 0.85% Class B: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class C: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class I: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Investor Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares. Class R6: 0.53% SIMPLE Class: The Manager will apply an equivalent waiver or reimbursement, in an equal number of basis points waived for Class A Shares.
|
| MainStay Moderate Allocation Fund | Class A: 0.50% Class B: 1.30% Class C: 1.30% Class I: 0.25% Investor Class: 0.55% Class R1: 0.35% Class R2: 0.60% Class R3: 0.85% SIMPLE Class: 0.80%
|
| MainStay Moderate ETF Allocation Fund | Expense Limitation until August 31, 2023
Class A: 0.80% Class C: 1.55% Class I: 0.55% Class R3: 1.15% SIMPLE Class: 1.05%
|
| MainStay Money Market Fund | Class A: 0.70% Class B: 0.80% Class C: 0.80% Investor Class: 0.80% SIMPLE Class: 0.80%
|
| MainStay Short Term Bond Fund | Class A: 0.82% Class I: 0.40% Investor Class: 0.92% SIMPLE Class: 1.17%
|
MainStay ▇▇▇▇▇▇▇ Large Cap Growth Fund
|
Class I: 0.88% |
MainStay WMC Growth Fund
|
Class I: 0.75% |
10
| FUND | Total Annual Operating Expense Limit (as a percent of average daily net assets)
|
| MainStay WMC International Research Equity Fund |
Class A: 1.18% Class I: 0.86%
|
MainStay WMC Value Fund
|
Class I: 0.70% |
11