Common use of Counterparts; Severability Clause in Contracts

Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INC. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUP, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 0000 Xxxxxxx Xxxxxx, XX Xxxxxxxxxx, XX 00000 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Name (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Print Name or Type Name Title Date The Funds and Recordkeeper shall follow the following operating procedures in connection with transactions in Shares by Customers through Recordkeeper, as may be amended from time to time by the Funds by way of written instruction to Recordkeeper. A. Net asset value per share is generally provided on a daily basis to NASDAQ by 5:55 p.m. Eastern time. Net asset value can be provided directly to Recordkeeper after 7:00 p.m. Eastern time upon request. B. The Trust or its agent will furnish notice of the declaration of any income, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Funds’ written instructions to Recordkeeper from time to time, these Operating Procedures and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents (as defined in Section 2F of the Agreement) prior to the close of a Fund (generally, 4:00 p.m., Eastern Time (“ET”) other than a money market fund, which generally close multiple times each day) ( each close of a Fund, a “Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 Trades”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as set forth in the applicable Prospectus and SAI. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 3 contracts

Samples: Sub Transfer Agency Agreement (Jp Morgan Fleming Mutual Fund Group Inc), Sub Transfer Agency Agreement (Jp Morgan Mutual Fund Investment Trust), Sub Transfer Agency Agreement (JPMorgan Trust I)

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Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INCFacsimile or electronic PDF transmissions of any executed original document and/or retransmission of any executed facsimile or electronic PDF transmission shall be deemed to be the same as the delivery of an executed original. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUPDISTRIBUTION SERVICES, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 FINRA CRD Number: 104234 Street Address: 0000 Xxxxxxx XxxxxxXxxxxxx Floor 2F, XX XxxxxxxxxxOH1-1299 Columbus, XX 00000 OH 43240 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Financial Intermediary Name FINRA CRD Number (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Title Print Name or Type Name Title Date Dated The Funds following Exhibit B applies to MMFs, which are also subject to the Agreement. To the extent there is any conflict between this Exhibit B and Recordkeeper shall follow the following operating procedures Agreement, Exhibit B will control. The MMFs advised by X.X. Xxxxxx Investment Management Inc. or its affiliates disclose in connection with transactions in Shares their Registration Statement that the MMFs are subject to certain limitations and restrictions pursuant to amendments to Rule 2a-7 under the Investment Company Act, as adopted by Customers through Recordkeeper, the Securities and Exchange Commission (“SEC”) as may be amended from time-to-time (“Rule 2a-7”), including provisions relating to time by the Funds by way calculation of written instruction to Recordkeeper. A. Net net asset value per share is generally provided values (“NAVs”), imposition of liquidity fees on redemptions or the temporary suspension of redemptions (a daily basis to NASDAQ by 5:55 p.m. Eastern time“redemption gate”), and shareholder eligibility requirements. Net asset value can be provided directly to Recordkeeper after 7:00 p.m. Eastern time upon request. B. The Trust or its agent will furnish notice This Exhibit B sets forth the obligations of the declaration parties with respect to, among other items, shareholder eligibility, liquidity fees and redemption gates of any incomeMMFs, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected including provisions specific to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Funds’ written instructions to Recordkeeper from time to time, these Operating Procedures and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents retail money market funds (as defined in Section 2F of the Agreement) prior to the close of a Fund (generallyunder Rule 2a-7, 4:00 p.m., Eastern Time (ETRetail MMFs”) other than a or to those MMFs that do not qualify as government money market fundfunds (as defined under Rule 2a-7) or Retail MMFs, which generally close multiple times each day) ( each close of a Fundor that cease to qualify as such (each, a an Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 TradesInstitutional Non-Government MMF”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after . Capitalized terms used herein but not otherwise defined herein shall have the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as meanings set forth in the applicable Prospectus and SAIAgreement. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 3 contracts

Samples: Mutual Fund Sales Agreement (Jp Morgan Mutual Fund Investment Trust), Mutual Fund Sales Agreement (Undiscovered Managers Funds), Mutual Fund Sales Agreement (JPMorgan Trust I)

Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INC. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUPDISTRIBUTION SERVICES, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS FINRA CRD Number: 104234 Street Address: 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 0000 Xxxxxxx Xxxxxx, XX XxxxxxxxxxXxxxxxx Xxxxxxxxxxx, XX 00000 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Financial Intermediary Name (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Print Name or Type Name Title Date The Funds JPMDS and Recordkeeper Financial Intermediary shall follow the following operating procedures in connection with transactions in Fund Shares by Customers through RecordkeeperFinancial Intermediary, except as may be amended from time otherwise agreed to time in writing by the Funds by way of written instruction to Recordkeeperparties. A. Net asset value per share is generally provided on a daily basis to NASDAQ by 5:55 p.m. Eastern time. Net asset value can be provided directly to Recordkeeper Financial Intermediary after 7:00 p.m. Eastern time upon request. B. The Trust or its agent JPMDS will furnish notice of the declaration of any income, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan X.X. Xxxxxx Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Fundsthese Operating Procedures, JPMDS’ written instructions to Recordkeeper Financial Intermediary from time to time, these Operating Procedures time and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents (as defined in Section 2F of the Agreement) prior to the close of a Fund (generally, 4:00 p.m., Eastern Time (“ET”) other than a money market fund, which generally close multiple times each day) ( each close of a Fund, a “Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 Trades”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as set forth in the applicable Prospectus and SAI. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 3 contracts

Samples: Service Agreement (Jp Morgan Fleming Mutual Fund Group Inc), Service Agreement (Jp Morgan Mutual Fund Investment Trust), Service Agreement (JPMorgan Trust I)

Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INCFacsimile or electronic PDF transmissions of any executed original document and/or retransmission of any executed facsimile or electronic PDF transmission shall be deemed to be the same as the delivery of an executed original. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUPDISTRIBUTION SERVICES, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 FINRA CRD Number: 104234 Street Address: 0000 Xxxxxxx XxxxxxXxxxxxx Floor 2F, XX XxxxxxxxxxOH1-1299 Columbus, XX 00000 OH 43240 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Financial Intermediary Name (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Title Print Name or Type Name Title Date Dated The Funds following Exhibit B applies to MMFs, which are also subject to the Agreement. To the extent there is any conflict between this Exhibit B and Recordkeeper shall follow the following operating procedures Agreement, Exhibit B will control. The MMFs advised by X.X. Xxxxxx Investment Management Inc. or its affiliates disclose in connection with transactions in Shares their Registration Statement that the MMFs are subject to certain limitations and restrictions pursuant to amendments to Rule 2a-7 under the Investment Company Act, as adopted by Customers through Recordkeeper, the Securities and Exchange Commission (“SEC”) as may be amended from time-to-time (“Rule 2a-7”), including provisions relating to time by the Funds by way calculation of written instruction to Recordkeeper. A. Net net asset value per share is generally provided values (“NAVs”), imposition of liquidity fees on redemptions or the temporary suspension of redemptions (a daily basis to NASDAQ by 5:55 p.m. Eastern time“redemption gate”), and shareholder eligibility requirements. Net asset value can be provided directly to Recordkeeper after 7:00 p.m. Eastern time upon request. B. The Trust or its agent will furnish notice This Exhibit B sets forth the obligations of the declaration parties with respect to, among other items, shareholder eligibility, liquidity fees and redemption gates of any incomeMMFs, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected including provisions specific to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Funds’ written instructions to Recordkeeper from time to time, these Operating Procedures and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents retail money market funds (as defined in Section 2F of the Agreement) prior to the close of a Fund (generallyunder Rule 2a-7, 4:00 p.m., Eastern Time (ETRetail MMFs”) other than a or to those MMFs that do not qualify as government money market fundfunds (as defined under Rule 2a-7) or Retail MMFs, which generally close multiple times each day) ( each close of a Fundor that cease to qualify as such (each, a an Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 TradesInstitutional Non-Government MMF”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after . Capitalized terms used herein but not otherwise defined herein shall have the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as meanings set forth in the applicable Prospectus and SAIAgreement. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 2 contracts

Samples: Mutual Fund Sales Agreement (Jpmorgan Trust Iv), Mutual Fund Sales Agreement (Jpmorgan Trust Ii)

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Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INCFacsimile or electronic PDF transmissions of any executed original document and/or retransmission of any executed facsimile or electronic PDF transmission shall be deemed to be the same as the delivery of an executed original. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUPDISTRIBUTION SERVICES, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 FINRA CRD Number: 104234 Street Address: 0000 Xxxxxxx XxxxxxXxxxxxx Xxxxx 0X, XX XxxxxxxxxxXX0-0000 Xxxxxxxx, XX 00000 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Financial Intermediary Name FINRA CRD Number (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Title Print Name or Type Name Title Date Dated The Funds following Exhibit B applies to MMFs, which are also subject to the Agreement. To the extent there is any conflict between this Exhibit B and Recordkeeper shall follow the following operating procedures Agreement, Exhibit B will control. The MMFs advised by X.X. Xxxxxx Investment Management Inc. or its affiliates disclose in connection with transactions in Shares their Registration Statement that the MMFs are subject to certain limitations and restrictions pursuant to amendments to Rule 2a-7 under the Investment Company Act, as adopted by Customers through Recordkeeper, the Securities and Exchange Commission (“SEC”) as may be amended from time-to-time (“Rule 2a-7”), including provisions relating to time by the Funds by way calculation of written instruction to Recordkeeper. A. Net net asset value per share is generally provided values (“NAVs”), imposition of liquidity fees on redemptions or the temporary suspension of redemptions (a daily basis to NASDAQ by 5:55 p.m. Eastern time“redemption gate”), and shareholder eligibility requirements. Net asset value can be provided directly to Recordkeeper after 7:00 p.m. Eastern time upon request. B. The Trust or its agent will furnish notice This Exhibit B sets forth the obligations of the declaration parties with respect to, among other items, shareholder eligibility, liquidity fees and redemption gates of any incomeMMFs, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected including provisions specific to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Funds’ written instructions to Recordkeeper from time to time, these Operating Procedures and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents retail money market funds (as defined in Section 2F of the Agreement) prior to the close of a Fund (generallyunder Rule 2a-7, 4:00 p.m., Eastern Time (ETRetail MMFs”) other than a or to those MMFs that do not qualify as government money market fundfunds (as defined under Rule 2a-7) or Retail MMFs, which generally close multiple times each day) ( each close of a Fundor that cease to qualify as such (each, a an Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 TradesInstitutional Non-Government MMF”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after . Capitalized terms used herein but not otherwise defined herein shall have the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as meanings set forth in the applicable Prospectus and SAIAgreement. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 2 contracts

Samples: Mutual Fund Sales Agreement (Jp Morgan Fleming Mutual Fund Group Inc), Mutual Fund Sales Agreement (Jpmorgan Trust Ii)

Counterparts; Severability. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that one or more provisions of this Agreement shall be held by any court to be invalid, void or unenforceable, the remaining provisions shall nevertheless remain and continue in full force and effect. JPMORGAN TRUST I JPMORGAN VALUE OPPORTUNITIES FUND INC. JPMORGAN TRUST II, X.X. XXXXXX XXXXXXX MUTUAL FUND GROUP, INC. X.X. XXXXXX MUTUAL FUND INVESTMENT TRUST UNDISCOVERED MANAGERS FUNDS 000 Xxxx Xxxxxx Xxx Xxxx, X.X. 00000 0000 Xxxxxxx Xxxxxx, XX Xxxxxxxxxx, XX 00000 By: By: Authorized Signature Authorized Signature Name: Name: Title: Title: Date: Date: Recordkeeper Name (Please Print or Type) FINRA CRD Number Address City: State Zip Code Phone: Fax: By: Authorized Signature Print Name or Type Name Title Date The Funds and Recordkeeper shall follow the following operating procedures in connection with transactions in Shares by Customers through Recordkeeper, as may be amended from time to time by the Funds by way of written instruction to Recordkeeper. A. Net asset value per share is generally provided on a daily basis to NASDAQ by 5:55 p.m. Eastern time. Net asset value can be provided directly to Recordkeeper after 7:00 p.m. Eastern time upon request. B. The Trust or its agent will furnish notice of the declaration of any income, dividends, or capital gains distributions payable by the Funds. This information will include the ex, record and payable dates along with the Fund’s reinvestment price. Typically, this notice will be given by fax transmission, but may be given by other means as may be reasonable under the circumstances. C. Dividends and capital gains distributions paid for each of the JPMorgan Funds are automatically reinvested in additional shares of the same Fund unless the Customer has elected to have them paid in cash. D. Execution of orders for Shares The execution of all orders for Share transactions will be subject to the terms of the Prospectus and SAI, the Funds’ written instructions to Recordkeeper from time to time, these Operating Procedures and, if executed through Fund/SERV, the DTCC’s rules and procedures. (a) The Recordkeeper certifies as follows: (i) orders to purchase and redeem Shares received by Recordkeeper or its Recordkeeper Agents (as defined in Section 2F of the Agreement) prior to the close of a Fund (generally, 4:00 p.m., Eastern Time (“ET”) other than a money market fund, which generally close multiple times each day) ( each close of a Fund, a “Market Close”) on any day that a Fund is open for business (“Day 1”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the next day that the Fund is open for business (“Day 2”) (such orders are referred to as “Day 1 Trades”); and (ii) orders to purchase and redeem shares received by Recordkeeper or its Recordkeeper Agents after the final Market Close on Day 1, but prior to the final Market Close on Day 2 (“Day 2 Trades”) will be electronically transmitted to the Funds by 8:00 a.m., ET on the second day that the Fund is open for business following Day 1. (iii) If the Recordkeeper cannot electronically transmit Day 1 Trades to the Funds by 8:00 a.m., ET on Day 2, Recordkeeper will transmit such orders by facsimile prior to the beginning of trading on the New York Stock Exchange (generally 9:30 am ET) on Day 2. (b) Day 1 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by the Recordkeeper or Recordkeeper Agents on Day 1, and Day 2 Trades will be effected at the net asset value per share next calculated by the Fund following receipt of the trade by Recordkeeper or Recordkeeper Agents on Day 2. Dividends shall accrue as set forth in the applicable Prospectus and SAI. (c) Upon a Fund’s reasonable request, Recordkeeper agrees to promptly provide the Fund with information separating customer orders received before and after a designated Market Close in order for the Fund to validate the timing of Recordkeeper’s receipt of orders. E. Payments for Shares shall be made as specified in the Prospectus and SAI. If payment for any purchase order is not received in accordance with the terms of the Prospectus and SAI, the Funds reserve the right, without notice, to cancel the sale and to hold Recordkeeper responsible for any loss sustained as a result thereof, including loss of profit. F. Issuance and transfer of each Fund’s shares will be by book entry only. The Funds will not issue stock certificates. G. The Trust will make available to Recordkeeper a list of the states or other jurisdictions in which Shares are eligible for sale, which list may be revised from time to time. Recordkeeper agrees to sell or offer to sell Shares only in the states and other jurisdictions appearing on the most recent list made available by the Trust. H. If applicable, Recordkeeper agrees to provide each Fund, each Fund’s transfer agent and/or other parties designated by them with information, on a daily basis, regarding the state or jurisdiction of residence of each Plan for which Recordkeeper provides services under this Agreement. Such information shall be provided for purposes of the Funds’ regulatory requirements and shall be in a form mutually agreeable to each Fund and Recordkeeper. I. The Fund or its agent will provide Recordkeeper with confirmations of executed trades through Fund/SERV when applicable or by mail or electronic means. Periodic account statements will be provided to Recordkeeper showing the total number of Shares held, Share transactions, dividends and other distribution during the statement period, and such other information as may be required from time to time.

Appears in 1 contract

Samples: Sub Transfer Agency Agreement (Jpmorgan Trust Ii)

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