SUBADVISORY AGREEMENTSubadvisory Agreement • January 24th, 2022 • ActiveShares ETF Trust • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this 3rd day of May, 2021, by and between Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”), and ClearBridge Investments, LLC, a Delaware limited liability company (the “Subadviser”).
MANAGEMENT AGREEMENT LEGG MASON PARTNERS FUND ADVISOR, LLCManagement Agreement • January 24th, 2022 • ActiveShares ETF Trust • New York
This MANAGEMENT AGREEMENT (“Agreement”) is made this 3rd day of May, 2021, by and between ActiveShares® ETF Trust (the “Trust”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).
CUSTODIAN SERVICES AGREEMENTCustodian Services Agreement • January 27th, 2020 • ActiveShares ETF Trust
THIS AGREEMENT is made as of January 1, 2018 by and among each Fund (as defined below) on behalf of each of its Portfolios (as defined below) and The Bank of New York (the “Custodian”).
FORM OF AUTHORIZED PARTICIPANT AGREEMENTAuthorized Participant Agreement • December 12th, 2022 • ActiveShares ETF Trust • New York
This Authorized Participant Agreement (this “Agreement”) is entered into by and between ________________ (the “Participant”) and Franklin Distributors, LLC (the “Distributor”), principal underwriter of the Trust and its separate series listed on Annex A hereto (each, a “Fund” and collectively, the “Funds”). Capitalized terms used herein and not otherwise defined have the meaning assigned to them in Section 14 of this Agreement.
FUND ACCOUNTING SERVICES AGREEMENTFund Accounting Services Agreement • January 27th, 2020 • ActiveShares ETF Trust
THIS AGREEMENT is made as of January 1, 2018 by and between The Bank of New York Mellon (the “Fund Accounting Agent”), and each Fund (as defined below) on behalf of each of its Portfolios (as defined below).
DISTRIBUTION AGREEMENTDistribution Agreement • January 25th, 2021 • ActiveShares ETF Trust • Maryland
THIS DISTRIBUTION AGREEMENT (this “Agreement”) is made as of this 31st day of July, 2020, by and between ActiveShares ETF Trust (the “Company”), a Maryland statutory trust, on behalf of its series listed on Schedule A hereto (each a “Fund” and collectively, the “Funds”), and Legg Mason Investor Services, LLC (the “Distributor”), a Delaware limited liability company.
Form of Amendment No. 5 To Fund Accounting Services AgreementFund Accounting Services Agreement • January 27th, 2020 • ActiveShares ETF Trust
This Amendment No. 5 To Fund Accounting Services Agreement (“Amendment No. 5”), dated as of January 17, 2020 (“Effective Date”), is being entered into by and between The Bank of New York Mellon (“Fund Accounting Agent”) and each Fund identified on Exhibit A to this Amendment No. 5 on behalf of each of its Portfolios identified on Exhibit A. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Original Agreement (as defined below).
SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • January 25th, 2021 • ActiveShares ETF Trust • New York
This SUB-ADMINISTRATION AGREEMENT (the “Agreement”) is made as of the 31st day of July, 2020 by and between Precidian Funds LLC (“Manager”), a Delaware limited liability company, and Legg Mason Partners Fund Advisor, LLC (“Sub-Administrator”), a Delaware limited liability company, each of which is registered as an investment adviser under the Investment Advisers Act of 1940, as amended.
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • January 27th, 2020 • ActiveShares ETF Trust • New York
THIS AGREEMENT (this “Agreement”) is made as of the 1 day of January, 2018, by and between The Bank of New York Mellon, a New York banking organization having its principal office at 225 Liberty Street, New York, New York 10286 (“BNY Mellon” or the “Transfer Agent”), and each Legg Mason registered investment company listed on Schedule A hereto (each, the “Trust”).
FORM OF SUBADVISORY AGREEMENTSubadvisory Agreement • December 23rd, 2019 • ActiveShares ETF Trust • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 2019, by and between Precidian Funds LLC, a Delaware limited liability company (the “Manager”), and ClearBridge Investments, LLC, a Delaware limited liability company (the “Subadviser”).
Form of Amendment No. 2 Transfer Agency and Service AgreementTransfer Agency and Service Agreement • January 27th, 2020 • ActiveShares ETF Trust
This Amendment No. 2 To Transfer Agency and Service Agreement (“Amendment No. 2”), dated as of January 17, 2020 (“Effective Date”), is being entered into by and between The Bank of New York Mellon (“BNY Mellon” or “Transfer Agent”) and each Legg Mason registered investment company listed on Schedule A to this Amendment No. 2 (each, the “Trust”). Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Original Agreement (as defined below).
AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • July 26th, 2024 • Legg Mason ETF Investment Trust II
This Amendment, effective as of March 1, 2024, is to the Management Agreement (the “Agreement”) effective as of May 3, 2021, by and between LEGG MASON ETF INVESTMENT TRUST II, a Maryland statutory trust (the “Trust”), on behalf of CLEARBRIDGE FOCUS VALUE ESG ETF (the “Fund”), a series of the Trust, and FRANKLIN TEMPLETON FUND ADVISER, LLC (formerly named Legg Mason Partners Fund Advisor, LLC), a Delaware limited liability company (the “Manager”).
Amendment No. 1 to Distribution AgreementDistribution Agreement • July 25th, 2023 • Legg Mason ETF Investment Trust II
This Amendment No. 1 to Distribution Agreement (“Amendment No. 1”), dated as of December 16, 2022 (“Effective Date”), is being entered into by and between Legg Mason ETF Investment Trust II (the “Company”), a Maryland statutory trust, on behalf of its series listed on Schedule A to the Original Agreement (as defined below) (the “Fund”), and Franklin Distributors, LLC (the “Distributor”), a Delaware limited liability company. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Original Agreement (as defined below).
Legg Mason, Inc.Purchase Agreement • January 27th, 2020 • ActiveShares ETF Trust
We hereby agree to purchase from the Trust, which is an investment company offering multiple series (each, a “Fund” and collectively, the “Funds”), on a date to be specified by the Trust, and prior to the effective date of the Trust’s Registration Statement on Form N-1A, shares of beneficial interest of the Fund specified below (“Initial Shares”), par value 0.00001 per share, at the per-share purchase price set forth below, for an aggregate price of $100,000, to provide the initial capital the Trust requires pursuant to Section 14 of the Investment Company Act of 1940, as amended, in order to make a public offering of its shares.
Amendment No. 1 to Distribution AgreementDistribution Agreement • December 12th, 2022 • ActiveShares ETF Trust
This Amendment No. 1 to Distribution Agreement (“Amendment No. 1”), dated as of December 16, 2022 (“Effective Date”), is being entered into by and between Legg Mason ETF Investment Trust II (the “Company”), a Maryland statutory trust, on behalf of its series listed on Schedule A to the Original Agreement (as defined below) (the “Fund”), and Franklin Distributors, LLC (the “Distributor”), a Delaware limited liability company. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Original Agreement (as defined below).
Form of Amendment No. 4 To Custodian Services AgreementCustodian Services Agreement • January 27th, 2020 • ActiveShares ETF Trust
This Amendment No. 4 To Custodian Services Agreement (“Amendment No. 4”), dated as of January 17, 2020 (“Effective Date”), is being entered into by and among The Bank of New York Mellon (the “Custodian”) and each Fund identified on Exhibit A to this Amendment No. 4 on behalf of each of its Portfolios identified on Exhibit A. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Original Agreement (as defined below).
