Exhibit (e)(2) March 21, 2008 ALPS Distributors, Inc. Attn: General Counsel 1625 Broadway, Suite 2200 Denver, CO 80202 Re: AMENDMENT TO SCHEDULE A Dear Sir or Madam: This letter agreement serves to amend our distribution agreement, between Laudus...Distribution Agreement • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 CompanyThis letter agreement serves to amend our distribution agreement, between Laudus Trust, Laudus Variable Insurance Trust, Charles Schwab Investment Management, Inc. and ALPS Distributors, Inc. dated October 1, 2005 (the "Agreement"). The parties wish to amend the Agreement to change the name of a party and the state under which that party was organized: Laudus Variable Insurance Trust, a Massachusetts business trust, is hereby changed to Laudus Institutional Trust, a Delaware statutory trust.
EXECUTEDAdministration Agreement • April 14th, 2006 • Laudus Trust • Massachusetts
Contract Type FiledApril 14th, 2006 Company Jurisdiction
LAUDUS TRUSTExpense Limitation Agreement • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 Company
April 1, 2008 Mondrian Investment Partners Limited Attention: Managing Director 5th floor, 10 Gresham Street London, EC2V 7JD, United Kingdom RE: AMENDMENT TO SCHEDULE A AND SCHEDULE B Dear Sir or Madam: This letter agreement serves to amend Schedule...Investment Sub-Advisory Agreement • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 Company
AMENDMENT NO. 1 TO THE CUSTODIAN CONTRACT BETWEEN BARR ROSENBERG SERIES TRUST ON BEHALF OF ITS JAPAN SERIES AND STATE STREET BANK AND TRUST COMPANY This Amendment No. 1 to the Custodian Contract dated as of December 19, 1988, as amended (the...Custodian Contract • July 18th, 1997 • Barr Rosenberg Series Trust • Massachusetts
Contract Type FiledJuly 18th, 1997 Company Jurisdiction
EXHIBIT 23(h)(1) AMENDED AND RESTATED TRANSFER AGENCY AGREEMENT AMENDED AND RESTATED AGREEMENT made this 1st day of January, 2003, between BARR ROSENBERG SERIES TRUST (the "Trust"), a Massachusetts business trust, and BISYS FUND SERVICES OHIO, INC....Transfer Agency Agreement • May 30th, 2003 • Barr Rosenberg Series Trust • Ohio
Contract Type FiledMay 30th, 2003 Company Jurisdiction
Exhibit 99.B(h)(6) AMENDMENT TO AMENDED AND RESTATED ADMINISTRATION AGREEMENT AMENDMENT made as of the 30th day of March, 2004, between Laudus Trust (the "Trust"), a Massachusetts business trust having its principal place of business at 3435 Stelzer...Administration Agreement • May 27th, 2005 • Laudus Trust
Contract Type FiledMay 27th, 2005 Company
LAUDUS TRUST LAUDUS INSTITUTIONAL TRUST 101 MONTGOMERY STREET SAN FRANCISCO, CALIFORNIA 94104 May 21, 2008 State Street Bank and Trust Company Legal Department, LCC/6 Two Avenue de Lafayette Boston, MA 02111 Ladies and Gentlemen: Reference is made to...Administration Agreement • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 CompanyReference is made to the Administration Agreement between us dated as of October 1, 2005 (the "Agreement"). Pursuant to the Agreement, this letter is to provide notice of the creation of the following additional investment funds:
EXHIBIT 23(h)(4) AMENDED AND RESTATED FUND ACCOUNTING AGREEMENT AGREEMENT made this 1st day of January, 2003, between BARR ROSENBERG SERIES TRUST (the "Trust"), a Massachusetts business trust, and BISYS FUND SERVICES OHIO, INC. (the "Fund...Fund Accounting Agreement • May 30th, 2003 • Barr Rosenberg Series Trust • Ohio
Contract Type FiledMay 30th, 2003 Company Jurisdiction
BY-LAWS OF BARR ROSENBERG SERIES TRUST ARTICLE 1 Agreement and Declaration of Trust and Principal OfficeBy-Laws • December 9th, 1997 • Barr Rosenberg Series Trust
Contract Type FiledDecember 9th, 1997 Company
WITNESSETH:Master Custodian Agreement • April 14th, 2006 • Laudus Trust • Massachusetts
Contract Type FiledApril 14th, 2006 Company Jurisdiction
LAUDUS TRUSTManagement Contract • April 14th, 2006 • Laudus Trust
Contract Type FiledApril 14th, 2006 Company
BARR ROSENBERG SERIES TRUST AMENDMENT NO. 6 TO AGREEMENT AND DECLARATION OF TRUST The undersigned, being all of the trustees of Barr Rosenberg Series Trust, a Massachusetts business trust created and existing under an Agreement and Declaration of...Agreement and Declaration of Trust • January 16th, 2002 • Barr Rosenberg Series Trust
Contract Type FiledJanuary 16th, 2002 Company
AMENDMENT TO THE FURTHER AMENDED AND RESTATED DISTRIBUTOR'S CONTRACT This Amendment is made as of October 1, 2001 between BARR ROSENBERG SERIES TRUST (The "Trust"), a Massachusetts business trust, and BARR ROSENBERG FUNDS DISTRIBUTOR, INC. (the...Distributor's Contract • January 16th, 2002 • Barr Rosenberg Series Trust • Ohio
Contract Type FiledJanuary 16th, 2002 Company Jurisdiction
Exhibit (a)(10) BARR ROSENBERG SERIES TRUST AMENDMENT NO. 9 TO AGREEMENT AND DECLARATION OF TRUST The undersigned, being all of the trustees of Barr Rosenberg Series Trust, a Massachusetts business trust created and existing under an Agreement and...Agreement and Declaration of Trust • July 29th, 2004 • Laudus Trust
Contract Type FiledJuly 29th, 2004 Company
TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENTTransfer Agency and Shareholder Services Agreement • July 28th, 2021 • Laudus Trust
Contract Type FiledJuly 28th, 2021 CompanyThis Transfer Agency And Shareholder Services Agreement is made as of November 12, 2020 ("Effective Date") by and between BNY Mellon Investment Servicing (US) Inc. ("BNYM"), and each investment company listed on the signature page to this Agreement (each, an "Investment Company"; collectively, the "Investment Companies") and each Portfolio of each such Investment Company contained on Schedule B. Capitalized terms, and certain noncapitalized terms, not otherwise defined shall have the meanings set forth in Schedule A (Schedule A also contains an index of defined terms providing the location of all defined terms). The term "Agreement" shall mean this Transfer Agency And Shareholder Services Agreement as constituted on the Effective Date, and thereafter as it may be amended from time to time as provided for herein. All references to "Schedule B" herein mean Schedule B attached hereto as constituted on the Effective Date, and thereafter as it may be amended from time to time (deemed or in
Exhibit 23 (a)(3) ----------------- BARR ROSENBERG SERIES TRUST AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST The undersigned, being all of the trustees of Barr Rosenberg Series Trust, a Massachusetts business trust...Second Amended and Restated Agreement and Declaration of Trust • May 28th, 1999 • Barr Rosenberg Series Trust
Contract Type FiledMay 28th, 1999 Company
TRANSFER AGENCY AGREEMENT AGREEMENT made this 1st day of October, 1996, between BARR ROSENBERG SERIES TRUST (the "Trust"), a Massachusetts business trust, and BISYS FUND SERVICES, INC. ("BISYS"), a Delaware corporation. WHEREAS, the Trust desires that...Transfer Agency Agreement • July 18th, 1997 • Barr Rosenberg Series Trust • Ohio
Contract Type FiledJuly 18th, 1997 Company Jurisdiction
APPENDIX A TO THE CUSTODIAN AGREEMENT BETWEEN LAUDUS TRUST AND STATE STREET BANK AND TRUST COMPANY AMENDED AS OF MARCH 30, 2004 This Agreement is applicable to the following series of the Trust: Laudus Rosenberg U.S. Small Capitalization Fund Laudus...Custodian Agreement • May 27th, 2004 • Barr Rosenberg Series Trust
Contract Type FiledMay 27th, 2004 CompanyLaudus Rosenberg U.S. Small Capitalization Fund Laudus Rosenberg Discovery Fund Laudus Rosenberg U.S. Large Capitalization Fund Laudus Rosenberg U.S. Large Capitalization Growth Fund Laudus Rosenberg U.S. Large Capitalization Value Fund Laudus Rosenberg International Equity Fund Laudus Rosenberg International Small Capitalization Fund Laudus Rosenberg European Fund
FORM OF INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • August 22nd, 2007 • Vanguard Montgomery Funds • Delaware
Contract Type FiledAugust 22nd, 2007 Company Jurisdiction
EXHIBIT (d)(24) LAUDUS ROSENBERG INTERNATIONAL DISCOVERY FUND SUBADVISER AGREEMENT Subadviser Agreement executed as of May 1, 2006 among CHARLES SCHWAB INVESTMENT MANAGEMENT, INC., a Delaware corporation (the "Manager"), AXA ROSENBERG INVESTMENT...Subadviser Agreement • July 28th, 2006 • Laudus Trust
Contract Type FiledJuly 28th, 2006 Company
EXHIBIT 23(g)(5) SPECIAL CUSTODY ACCOUNT AGREEMENTSpecial Custody Account Agreement • May 1st, 2000 • Barr Rosenberg Series Trust
Contract Type FiledMay 1st, 2000 Company
Exhibit (h)(2) April 3, 2008 Boston Financial Data Services, Inc. Attn: Legal Department 2 Heritage Drive, 4th Floor North Quincy, MA 02171 Re: AMENDMENT TO SCHEDULE A Dear Sir or Madam: This letter agreement serves to amend our Transfer Agency and...Transfer Agency and Service Agreement • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 CompanyThis letter agreement serves to amend our Transfer Agency and Service Agreement, between Laudus Trust, Laudus Variable Insurance Trust and Boston Financial Data Services, Inc. dated October 3, 2005 (the "Agreement"). The parties wish to amend the Agreement to change the name of a party and the state under which that party was organized: Laudus Variable Insurance Trust, a Massachusetts business trust, is hereby changed to Laudus Institutional Trust, a Delaware statutory trust.
LAUDUS TRUSTManagement Contract • October 23rd, 2007 • Laudus Trust
Contract Type FiledOctober 23rd, 2007 Company
BY-LAWS OF BARR ROSENBERG SERIES TRUST ARTICLE 1 Agreement and Declaration of Trust and Principal OfficeBy-Laws • July 31st, 2003 • Barr Rosenberg Series Trust
Contract Type FiledJuly 31st, 2003 Company
FORM OF OPINION]Agreement and Plan of Reorganization • August 12th, 2009 • Laudus Trust
Contract Type FiledAugust 12th, 2009 CompanyYou have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquired Fund and the Surviving Fund that will consist of: (i) the transfer of all of the assets of the Acquired Fund to the Surviving Fund in exchange solely for shares of the Surviving Fund (“Surviving Fund Shares”), (ii) the assumption by the Surviving Fund of all of the liabilities of the Acquired Fund, and (iii) the distribution of the Surviving Fund Shares to the shareholders of the Acquired Fund in complete liquidation of the Acquired Fund, all upon the terms and conditions set forth in the Plan (the “Reorganization”). 1
LAUDUS TRUSTManagement Contract • July 30th, 2008 • Laudus Trust
Contract Type FiledJuly 30th, 2008 Company
EXHIBIT 23(e) BARR ROSENBERG SERIES TRUST FURTHER AMENDED AND RESTATED DISTRIBUTOR'S CONTRACT Further Amended and Restated Distributor's Contract dated as of June 1, 2000, by and between BARR ROSENBERG SERIES TRUST, a Massachusetts business trust (the...Distributor's Contract • December 4th, 2000 • Barr Rosenberg Series Trust
Contract Type FiledDecember 4th, 2000 Company
Exhibit-23(h)(4) MASTER FUND ACCOUNTING AND SERVICES AGREEMENT This AGREEMENT is made as of October 1, 2005 by and among each regulated management investment company identified on Appendix A hereto (each such management investment company and each...Master Fund Accounting and Services Agreement • April 14th, 2006 • Laudus Trust • Massachusetts
Contract Type FiledApril 14th, 2006 Company Jurisdiction
Exhibit(d)(27) INVESTMENT SUB-ADVISORY AGREEMENT AGREEMENT made this 28TH day of September, 2007, by and between, Charles Schwab Investment Management, Inc. ("CSIM"), and Mondrian Investment Partners Limited ("Sub-Adviser"). WHEREAS, Laudus Trust, a...Investment Sub-Advisory Agreement • October 23rd, 2007 • Laudus Trust • California
Contract Type FiledOctober 23rd, 2007 Company Jurisdiction
AMENDED AND RESTATED BY-LAWS OF LAUDUS TRUST (FORMERLY BARR ROSENBERG SERIES TRUST) ARTICLE 1 Agreement and Declaration of Trust and Principal OfficeBy-Laws • October 23rd, 2007 • Laudus Trust
Contract Type FiledOctober 23rd, 2007 Company
CUSTODY AGREEMENTCustody Agreement • July 29th, 1998 • Barr Rosenberg Series Trust • New York
Contract Type FiledJuly 29th, 1998 Company Jurisdiction
EXHIBIT 99.1(a) BARR ROSENBERG SERIES TRUST SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST THIS SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made this 8th day of December, 1997 by the Trustees hereunder and the...Agreement and Declaration of Trust • July 29th, 1998 • Barr Rosenberg Series Trust • Massachusetts
Contract Type FiledJuly 29th, 1998 Company Jurisdiction
EXHIBIT 23(a)(6) BARR ROSENBERG SERIES TRUST AMENDMENT NO. 5 TO AGREEMENT AND DECLARATION OF TRUST The undersigned, being all of the trustees of Barr Rosenberg Series Trust, a Massachusetts business trust created and existing under an Agreement and...Amendment No. 5 to Agreement and Declaration of Trust • July 11th, 2001 • Barr Rosenberg Series Trust
Contract Type FiledJuly 11th, 2001 Company
TRANSFER AGENCY AND SERVICE AGREEMENT BETWEEN THE CHARLES SCHWAB FAMILY OF FUNDS, SCHWAB INVESTMENTS, SCHWAB CAPITAL TRUST, SCHWAB ANNUITY PORTFOLIOS AND BOSTON FINANCIAL DATA SERVICES, INC.Transfer Agency and Service Agreement • August 25th, 2009 • Schwab Capital Trust • Massachusetts
Contract Type FiledAugust 25th, 2009 Company JurisdictionAGREEMENT made as of the 1st day of July 2009, by and between THE CHARLES SCHWAB FAMILY OF FUNDS, SCHWAB INVESTMENTS, SCHWAB CAPITAL TRUST, and SCHWAB ANNUITY PORTFOLIOS, each having its principal office and place of business at 211 Main Street, San Francisco, CA 94105 (each a “Fund”), and BOSTON FINANCIAL DATA SERVICES, INC., a Massachusetts corporation having its principal office and place of business at Two Heritage Drive, Quincy, Massachusetts 02171 (the “Transfer Agent”). Each Fund and the Transfer Agent may be referred to herein individually as a “Party” or, collectively, as the “Parties.”