Master Custodian AgreementMaster Custodian Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts
This Agreement is made as of January 1, 2007 by and among each management investment company identified on Appendix A hereto, each such investment company acting on its own behalf separately from all of the other investment companies and not jointly or jointly and severally with any of the other investment companies (each such investment company and each management investment company made subject to this Agreement in accordance with Section 21.5 below shall hereinafter be referred to as a “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Amended and Restated Agreement and Declaration of Trust of Putnam ETF Trust a Delaware Statutory Trust Principal Place of Business: 100 Federal Street Boston, MA 02110Agreement and Declaration of Trust • May 14th, 2021 • Putnam ETF Trust
THIS FIRST AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (this “Declaration of Trust”) is made as of April 20, 2021 for the purpose of continuing the Trust as a Delaware statutory trust in accordance with the provisions hereinafter set forth.
ETF DISTRIBUTION AGREEMENTDistribution Agreement • May 14th, 2021 • Putnam ETF Trust • Delaware
This Distribution Agreement (the “Agreement”) is made this 20th day of April, 2021, by and between Putnam ETF Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 100 Federal Street, Boston, MA 02110, and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal place of business at Three Canal Plaza, Suite 100, Portland, ME 04101.
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts
THIS TRANSFER AGENCY AND SERVICE AGREEMENT (this “Agreement”) is made as of the 1st day of April, 2021, by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company having its principal office and place of business at One Lincoln Street, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”), and PUTNAM ETF TRUST, a Delaware statutory trust having its principal office and place of business at 100 Federal Street, Boston, MA 02110 (the “Trust”).
FORM OF AUTHORIZED PARTICIPANT AGREEMENT PUTNAM ETF TRUSTAuthorized Participant Agreement • December 28th, 2021 • Putnam ETF Trust • New York
This Authorized Participant Agreement (the “Agreement”) is entered into by and between Foreside Fund Services, LLC (the “Distributor”) and __________ (the “Participant”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”) as transfer agent for Putnam ETF Trust (the “Trust”), a series trust offering a number of portfolios of securities (each a “Fund” and collectively the “Funds”). Capitalized terms used but not defined herein are defined in the current prospectus for each Fund as it may be supplemented or amended from time to time, and included in the Trust’s Registration Statement on Form N-1A, as it may be amended from time to time, or otherwise filed with the U.S. Securities and Exchange Commission (“SEC”) (together with such Fund’s Statement of Additional Information incorporated therein, the “Prospectus”).
PUTNAM FUNDS SUB-MANAGEMENT CONTRACTSub-Management Contract • August 27th, 2024 • Putnam ETF Trust
This Sub-Management Contract is dated as of January 1, 2024 between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”) and PUTNAM INVESTMENTS LIMITED, a company organized under the laws of England and Wales (the “Sub-Manager”).
AUTHORIZED PARTICIPANT AGREEMENT FOR PUTNAM ETF TRUSTAuthorized Participant Agreement • August 27th, 2024 • Putnam ETF Trust • New York
This Authorized Participant Agreement (this “Agreement”) is entered into by and between Franklin Distributors, LLC (the “Distributor”) and ________________ (the “Authorized Participant” or the “AP”) and is subject to acceptance by State Street Bank and Trust Company (the “Transfer Agent”). The Transfer Agent serves as the transfer agent for Putnam ETF Trust (the “Trust”) and is a Receipt Agent as that term is defined in the rules of the National Securities Clearing Corporation (“NSCC”). The Distributor, the Transfer Agent and the Authorized Participant acknowledge and agree that the Trust shall be a third-party beneficiary of this Agreement and shall receive the benefits contemplated by this Agreement, to the extent specified herein. The Distributor has been retained to provide services as principal underwriter of the Trust acting on an agency basis in connection with the sale and distribution of shares of beneficial interest, without par value (sometimes referred to as “Shares”), of e
MASTER SUB-ACCOUNTING SERVICES AGREEMENTMaster Sub-Accounting Services Agreement • May 14th, 2021 • Putnam ETF Trust • Massachusetts
This AGREEMENT is made as of January 1, 2007 by and between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company, having its principal place of business at 1 Post Office Square, Boston, Massachusetts 02109 (the “Administrator”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company, having its principal place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the "Sub-Accounting Agent").
PUTNAM ETF TRUST MANAGEMENT CONTRACTManagement Contract • August 27th, 2024 • Putnam ETF Trust
This Management Contract (the “Contract”) is dated as of January 1, 2024 between PUTNAM ETF TRUST, a Delaware statutory trust (the “Fund”), and PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”).
PUTNAM FUNDS AMENDED AND RESTATED SUB-MANAGEMENT CONTRACTSub-Management Contract • January 18th, 2023 • Putnam ETF Trust
This amended and restated Sub-Management Contract is dated as of January 18, 2023 between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”) and PUTNAM INVESTMENTS LIMITED, a company organized under the laws of England and Wales (the “Sub-Manager”).
PUTNAM FUNDS SUBADVISORY AgreementSubadvisory Agreement • August 28th, 2024 • Putnam ETF Trust
This Subadvisory Agreement between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”) and PANAGORA ASSET MANAGEMENT, INC., a Delaware corporation (the “Subadviser”) is dated as of January 1, 2024.
AMENDMENT TO MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • May 23rd, 2022 • Putnam ETF Trust
This Amendment to Master Custodian Agreement (“Amendment”) is made as of June 25, 2021, by and between each management investment company party thereto (each, a “Fund” and collectively, the “Funds,” and each series of a Fund, a “Portfolio”), each severally and not jointly, and State Street Bank and Trust Company (the “Custodian”).
SUBADVISORY AGREEMENTSubadvisory Agreement • August 27th, 2024 • Putnam ETF Trust
THIS SUBADVISORY AGREEMENT made as of July 15, 2024 by and between PUTNAM INVESTMENT MANAGEMENT, LLC, a limited liability company organized and existing under the laws of the State of Delaware (hereinafter called “PIM”), and FRANKLIN ADVISERS, INC. (“FAV”), a corporation organized and existing under the laws of California.
RE: Second Amendment to Putnam Funds Amended and Restated Uncommitted Line of Credit Ladies and Gentlemen:Putnam Funds Amended and Restated Uncommitted Line of Credit • December 28th, 2021 • Putnam ETF Trust
Pursuant to an amended and restated letter agreement dated as of September 24, 2015 (as amended from time to time, the “Loan Agreement”) among State Street Bank and Trust Company (the “Bank”) and each of the management investment companies registered under the Investment Company Act listed on Appendix I attached thereto (each, a “Borrower”), the Bank has made available to each of the Borrowers, for itself or on behalf of designated fund series thereof, a $235,500,000 uncommitted, unsecured line of credit (the “Uncommitted Line”). The obligations of the Borrowers arising under the Uncommitted Line are evidenced by an amended and restated promissory note in the original principal amount of $235,500,000, dated September 24, 2015, executed by each of the Borrowers, for itself or on behalf of such designated fund series thereof, in favor of the Bank (as amended, the “Note”). Any capitalized term not otherwise defined herein shall have the same meaning as set forth in the Loan Agreement.
SUBCONTRACT FOR FUND ADMINISTRATIVE SERVICESSubcontract for Fund Administrative Services • August 27th, 2024 • Putnam ETF Trust • California
This Subcontract, dated as of June 1, 2024, is between Putnam Investment Management, LLC, a Delaware limited liability company (the “Investment Manager”), and Franklin Templeton Services, LLC (the “Administrator”).
GRAPHIC OMITTED: STATE STREET LOGO]Putnam Funds Amended and Restated Uncommitted Line of Credit • December 28th, 2021 • Putnam ETF Trust
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • December 28th, 2021 • Putnam ETF Trust • Massachusetts
AMENDMENT NO. 1 (this “Amendment”), dated as of September 22, 2016, to the Credit Agreement, dated as of September 24, 2015, among each trust company listed on Schedule A hereto, the Banks and other lending institutions party thereto, and State Street Bank and Trust Company, as Agent, as amended, supplemented or otherwise modified by Joinder Agreement No. 1, dated as of August 29, 2016 (as the same has been or may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).
April 1, 2021Master Custodian Agreement • May 14th, 2021 • Putnam ETF Trust
AMENDMENT TO MASTER SUB-ACCOUNTING SERVICES AGREEMENTMaster Sub-Accounting Services Agreement • May 14th, 2021 • Putnam ETF Trust
This Amendment to Master Sub-Accounting Services Agreement (“Amendment”) is made as of August 1, 2013, by and between Putnam Investment Management, LLC (the “Administrator”) and State Street Bank and Trust Company (the “Sub-Accounting Agent”).
January 18, 2023 State Street Bank and Trust Company 200 Newport Ave North Quincy, MA 02171 Attention: Steven Bagley Jr., Managing DirectorMaster Custodian Agreement • January 18th, 2023 • Putnam ETF Trust
In accordance with Section 21.5, the Additional Funds provision of the Master Custodian Agreement dated as of January 1, 2007 (as amended, the “Agreement”) between each management investment company identified on Appendix A thereto and State Street Bank and Trust Company (“State Street”), each undersigned New Putnam ETF Fund hereby requests that your bank act as its Custodian under the terms of the Agreement. In connection with such request, each New Putnam ETF Fund hereby confirms to you, as of the date hereof, its representations and warranties set forth in Section 10 of the Agreement. An updated Appendix A to the Agreement reflecting this addition is attached.
GRAPHIC OMITTED: STATE STREET LOGO]Putnam Funds Amended and Restated Uncommitted Line of Credit • December 28th, 2021 • Putnam ETF Trust
GRAPHIC OMITTED: STATE STREET LOGO]Putnam Funds Amended and Restated Uncommitted Line of Credit • December 28th, 2021 • Putnam ETF Trust
Pursuant to an amended and restated letter agreement dated as of September 24, 2015 (as amended from time to time, the “Loan Agreement”) among State Street Bank and Trust Company (the “Bank”) and each of the management investment companies registered under the Investment Company Act listed on Appendix I attached thereto (each, a “Borrower”), the Bank has made available to each of the Borrowers, for itself or on behalf of designated fund series thereof, a $235,500,000 uncommitted, unsecured line of credit (the “Uncommitted Line”). The obligations of the Borrowers arising under the Uncommitted Line are evidenced by an amended and restated promissory note in the original principal amount of $235,500,000, dated September 24, 2015, executed by each of the Borrowers, for itself or on behalf of such designated fund series thereof, in favor of the Bank (as amended, the “Note”). Any capitalized term not otherwise defined herein shall have the same meaning as set forth in the Loan Agreement.
ETF Distribution AgreementEtf Distribution Agreement • September 28th, 2022 • Putnam ETF Trust
THIS ETF DISTRIBUTION AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Foreside Fund Services, LLC (the “Distributor”) and Putnam ETF Trust (the “Trust”).
AMENDMENT TO MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • May 14th, 2021 • Putnam ETF Trust
This Amendment to Master Custodian Agreement (“Amendment”) is made as of August 1, 2013, by and between each management investment company party thereto (each, a “Fund” and collectively, the “Funds”) and State Street Bank and Trust Company (the “Custodian”).
AMENDMENT NO. 3 TO CREDIT AGREEMENTCredit Agreement • December 28th, 2021 • Putnam ETF Trust • Massachusetts
AMENDMENT NO. 3 (this “Amendment”), dated as of September 20, 2018, to the Credit Agreement, dated as of September 24, 2015, among each trust listed on Schedule A hereto, the Banks and other lending institutions party thereto, and State Street Bank and Trust Company, as Agent, as amended, supplemented or otherwise modified by Joinder Agreement No. 1, dated as of August 29, 2016, Amendment No. 1, dated as of September 22, 2016, the notice letter, dated February 22, 2017, the notice letter, dated April 19, 2017, and Amendment No. 2, dated as of September 21, 2017 (as the same has been or may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).
Letter Amendment October 15, 2021Amendment to Loan Agreement • December 28th, 2021 • Putnam ETF Trust
State Street Bank and Trust Company (the “Bank”) has made available a $235,500,000 uncommitted discretionary demand line of credit (the “Credit Line”) to each of the Borrowers, each acting on its own behalf or, as applicable, on behalf of each of its respective Existing Funds (as defined below) as described in a letter agreement dated September 24, 2015, by and among the Borrowers and the Bank (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Loan Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in the Existing Loan Agreement.
July 2, 2024 Putnam ETF Trust c/o Putnam U.S. Holdings I, LLC, successor in interest to Putnam Investments, LLC 100 Federal Street Boston, MA 02110 Attention: Matthew HinkleLetter Agreement • August 27th, 2024 • Putnam ETF Trust
RE: Letter Agreement (“Letter Agreement”) Extending Term for each Putnam exchange traded fund identified on Appendix A (each, a “Putnam ETF Fund”, and collectively, the “Putnam ETF Funds”) to the Master Sub-Accounting Services Agreement dated as of January 1, 2007 (as amended, the “Master Sub-Accounting Agreement”) and the Confidential Letter Agreement dated January 1, 2007 related to the Master Sub-Accounting Agreement (together with the Master Sub-Accounting Agreement, the “Sub-Accounting Agreement”) between Putnam Investment Management, LLC (the “Putnam”) and State Street Bank and Trust Company (“State Street”)
April 13, 2021 Putnam ETF Trust (the “Trust”)Purchase Agreement • May 14th, 2021 • Putnam ETF Trust
Putnam ETF Trust Boston, Massachusetts 02110Distribution Agreement • August 27th, 2024 • Putnam ETF Trust
We, Putnam ETF Trust (the “Trust”), are a Delaware statutory trust operating as an open-end management investment company, which is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and whose shares are registered under the Securities Act of 1933, as amended (the “1933 Act”). We have currently issued 12 series, and may in the future issue additional series, of our authorized but unissued shares of beneficial interest (the “Shares”), generally only in aggregations constituting a Creation Unit, as such term is defined in the registration statement filed from time to time by the Trust with the U.S. Securities and Exchange Commission (the “Commission”) and effective under the 1933 Act and the 1940 Act (the “Registration Statement”), only to Authorized Participants (as that term is defined in the Registration Statement) in accordance with applicable Federal and State securities laws. Shares are or are anticipated to be listed for trading on one or more nation
FIRST AMENDMENT TO ETF DISTRIBUTION AGREEMENTEtf Distribution Agreement • September 28th, 2022 • Putnam ETF Trust • Delaware
This first amendment (“Amendment”) to the ETF Distribution Agreement (the “Agreement”) dated as of September 30, 2021 by and between Putnam ETF Trust and Foreside Fund Services, LLC (together, the “Parties”) is effective as of September 23, 2022.
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 28th, 2021 • Putnam ETF Trust • Delaware
This Indemnification Agreement (the “Agreement”) is made as of the date set forth on the signature page by and between Putnam ETF Trust, a Delaware statutory trust (the “Trust”), and the Trustee of the Trust whose name is set forth on the signature page (the “Trustee”).
PUTNAM ETF TRUST DISTRIBUTION PLAN AND AGREEMENT April 20, 2021Distribution Plan and Agreement • May 14th, 2021 • Putnam ETF Trust
This Plan and Agreement (the “Plan”) constitutes the distribution plan for the shares of the portfolio series (each a “Fund” and collectively the “Funds”) of Putnam ETF Trust, a Delaware statutory trust (the “Trust”), adopted pursuant to the provisions of Rule 12b-1 under the Investment Company Act of 1940 (the “Act”) and the related agreement (the “Agreement”) between the Trust and the Funds’ principal underwriter (the “Distributor”). During the effective term of this Plan, the Trust may incur expenses primarily intended to result in the sale of its shares upon the terms and conditions hereinafter set forth:
July 2, 2024 Putnam ETF Trust c/o Putnam U.S. Holdings I, LLC, successor in interest to Putnam Investments, LLC 100 Federal Street Boston, MA 02110 Attention: Matthew HinkleLetter Agreement • August 27th, 2024 • Putnam ETF Trust
RE: Letter Agreement (“Letter Agreement”) Extending Term for each Putnam exchange traded fund identified on Appendix A (each, a “Putnam ETF Fund”, and collectively, the “Putnam ETF Funds”) to the Master Custodian Agreement dated as of January 1, 2007 (as amended, the “Master Custodian Agreement”) and the Confidential Letter Agreement dated January 1, 2007 related to the Master Custodian Agreement (together with the Master Custodian Agreement, the “Custodian Agreement”) between each management investment company identified on Appendix A thereto (the “Funds”) and State Street Bank and Trust Company (“State Street”)
AMENDMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • December 28th, 2021 • Putnam ETF Trust • Massachusetts
AMENDMENT NO. 4 (this “Amendment”), dated as of September 19, 2019, to the Credit Agreement, dated as of September 24, 2015, among each trust listed on Schedule A hereto, the Banks and other lending institutions party thereto, and State Street Bank and Trust Company, as Agent, as amended, supplemented or otherwise modified by Joinder Agreement No. 1, dated as of August 29, 2016, Letter Agreement, dated as of August 29, 2016, Amendment No. 1, dated as of September 22, 2016, Notice Letter, dated October 5, 2016, Notice Letter, dated February 22, 2017, Notice Letter, dated April 19, 2017, Amendment No. 2, dated as of September 21, 2017, Amendment No. 3, dated as of September 20, 2018, Consent No. 1, dated as of November 30, 2018, Notice Letter, dated May 31, 2019, and Consent No. 2, dated as of June 24, 2019 (as the same has been or may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).
JOINDER AGREEMENT NO. 1Joinder Agreement • December 28th, 2021 • Putnam ETF Trust • Massachusetts
JOINDER AGREEMENT NO. 1 (this “Agreement”), dated as of August 29, 2016, to the Credit Agreement, dated as of September 24, 2015, among each trust company listed on Schedule A hereto, the Banks and other lending institutions party thereto, and State Street Bank and Trust Company, as Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Each term that is defined in the Credit Agreement and not herein defined has the meaning ascribed thereto by the Credit Agreement when used herein.
