EX-99.(D)(11) 4 c11361apexv99wxdyx11y.txt REVISED SCHEDULES A AND B TO THE SUB-INVESTMENT ADVISORY AGREEMENT Exhibit d(11) December 22, 2006 Aston Asset Management LLC 161 North Clark Street, 12th Floor Chicago, IL 60601 Re: Sub-Investment Advisory Agreement with Optimum Investment Advisors, LLC dated November 30, 2006 (the "Sub-Investment Advisory Agreement") Ladies and Gentlemen: Pursuant to the Sub-Investment Advisory Agreement, we are hereby providing notification of a new series of the Aston Funds to be called "Aston/Optimum Large Cap Opportunity Fund" (the "New Series"). Attached hereto are amended Schedules A and B to the Sub-Investment Advisory Agreement to reflect, among other things, the appropriate effective date, initial term and subadvisory fee rate for the New Series. By acknowledging below, you agree to render the investment advisory and management services to the New Series under the terms of the Sub-Investment Advisory Agreement and the amended Schedules A and B attached hereto. ASTON ASSET MANAGEMENT LLC By: /s/ Kenneth C. Anderson ------------------------------------ Name: Kenneth C. Anderson Its: President Accepted this 26th day of December, 2006. OPTIMUM INVESTMENT ADVISORS, LLC By: /s/ H. Steel Bokhof, Jr. --------------------------------- Name: H. Steel Bokhof, Jr. Its: Vice Chairman Chief Investment Officer SCHEDULE A
Fund Effective Date Initial Term ---- -------------- ------------ Aston/Optimum Mid Cap Fund November 30, 2006 December 31, 2007 Aston/Optimum Large Cap Opportunity Fund December 26, 2006 December 31, 2007
SCHEDULE B
FUND SUBADVISORY FEE RATE ---- -------------------- Aston/Optimum Mid Cap Fund 0.30% for the first $100 million 0.25% for the next $300 million 0.20% over $400 million Aston/Optimum Large Cap Opportunity Fund 50% of the positive difference, if any, of (x) the advisory fee payable to the Investment Adviser with respect to the Allocated Assets of the Fund (before reduction of the fee payable to Subadviser) minus (y) the sum of: (i) any investment advisory fees waived by the Investment Adviser pursuant to an Expense Limitation Agreement with the Fund, (ii) any reimbursement of expenses by the Investment Adviser pursuant to an Expense Limitation Agreement with the Fund, and (iii) any payments made by the Investment Adviser to third parties that provide distribution, shareholder services or similar services on behalf of the Fund. If the foregoing calculation results in a negative amount, such amount shall be payable by the Subadviser within 30 days of receipt of notice from the Investment Adviser, which notice shall include the basis for the calculation.