Schwab Annuity Portfolios Sample Contracts

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WITNESSETH:
Master Custodian Agreement • April 25th, 2006 • Schwab Annuity Portfolios • Massachusetts
PURCHASE AGREEMENT
Purchase Agreement • February 27th, 1998 • Schwab Annuity Portfolios
CUSTODIAN AGREEMENT
Custodian Agreement • April 28th, 2020 • Schwab Annuity Portfolios • New York

THIS AGREEMENT, dated as of April 1, 2007, between each of the open-end management investment companies listed on Schedule 1 to this Agreement on behalf of their respective investment portfolios listed on Schedule 1 (each a Fund and collectively, the Funds) and BROWN BROTIIERS HARRIMAN &. CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or the Custodian).

TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 28th, 2021 • Schwab Annuity Portfolios

This 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

March 23, 2021 State Street Bank and Trust Company
Accounting and Services Agreement • April 28th, 2021 • Schwab Annuity Portfolios
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 • February 9th, 2010 • Schwab Annuity Portfolios • Massachusetts

AGREEMENT 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.”

AMENDED AND RESTATED INVESTMENT ADVISORY AND ADMINISTRATION AGREEMENT
Investment Advisory and Administration Agreement • April 27th, 2017 • Schwab Annuity Portfolios • California

AGREEMENT made as of June 15, 1994, as amended and restated on March 1, 2017, between SCHWAB ANNUITY PORTFOLIOS, a Massachusetts business trust (herein called the “Trust”), and CHARLES SCHWAB INVESTMENT MANAGEMENT, INC., a Delaware corporation (the “Investment Adviser”).

March 11, 2019 State Street Bank and Trust Company
Schwab Annuity Portfolios • April 26th, 2019
GLOBAL CUSTODIAL SERVICES AGREEMENT SCHWAB CAPITAL TRUST SCHWAB ANNUITY PORTFOLIOS SCHWAB INVESTMENTS
Custodial Services Agreement • April 28th, 2023 • Schwab Annuity Portfolios • New York

THIS GLOBAL CUSTODIAL SERVICES AGREEMENT is made on February 2, 2022, by and among each Client (as defined below), an open-end management investment company, on behalf of its respective Funds (as defined below) listed on Schedule I of the Agreement as amended from time to time, and Citibank, N.A. acting through its offices or branch located New York (the “Custodian”).

November 2, 2021 State Street Bank and Trust Company
Accounting and Services Agreement • April 28th, 2022 • Schwab Annuity Portfolios
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November 2, 2021 State Street Bank and Trust Company One Lincoln Street Boston, MA 02111 Attention Steven V. Russo, Vice President RE: Schwab Strategic Trust Ladies and Gentlemen:
Master Custodian Agreement • April 28th, 2022 • Schwab Annuity Portfolios

Reference is made to the Amended and Restated Master Custodian Agreement between us dated as of October 17, 2005, as amended and supplemented (the “Agreement”). Pursuant to the Agreement, this letter is to provide notice of the creation of the following additional Schwab ETF, as defined in the Amendment to the Agreement dated as of October 8, 2009 (the “Amendment”):

AMENDMENT To 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 • December 22nd, 2016 • Schwab Annuity Portfolios

This Amendment is made this 3rd day of October, 2016 and effective as of May 1, 2016, between The Charles Schwab Family of Funds, Schwab Investments, Schwab Capital Trust, and Schwab Annuity Portfolios (each, a “Fund”, and collectively, the “Funds”) and Boston Financial Data Services, Inc. (the “Transfer Agent”). In accordance with Section 3 (Fees and Expenses) and Section 16.1 (Amendment) of the Transfer Agency and Service Agreement dated July 1, 2009 between the Funds and Transfer Agent (the “Agreement”) the parties desire to amend the Agreement as set forth herein.

AMENDMENT NO. 2 TO TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENT
Transfer Agency and Shareholder Services Agreement • April 2nd, 2024 • Schwab Annuity Portfolios

This Amendment No. 2 (the “Amendment”) is made by and between each investment company listed on the signature page to this Amendment (each, an “Investment Company”; collectively, the “Investment Companies”) and each Portfolio of each such Investment Company contained on Schedule B of the Agreement, and BNY Mellon Investment Servicing (US) Inc. (“BNYM”) as of April 28, 2023 (“Amendment Effective Date”), and hereby further amends the TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENT entered into by the Investment Companies and BNYM dated November 12, 2020, as amended (the “Agreement”). All capitalized terms not defined in this Amendment shall have the meanings set forth in the Agreement.

CUSTODIAN AGREEMENT
Custodian Agreement • March 5th, 2012 • Schwab Annuity Portfolios

THIS AGREEMENT, dated as of April!, 2007, between each of the open-end management investment companies listed on Schedule 1 to this Agreement on behalf of their respective investment portfolios listed on Schedule 1 (each a Fund and collectively, the Funds) and BROWN BROTIIERS HARRIMAN &. CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or the Custodian).

SCHEDULE 1 CUSTODIAN SERVICES AGREEMENT BETWEEN SCHWAB CAPITAL TRUST SCHWAB ANNUITY PORTFOLIOS SCHWAB INVESTMENTS AND BROWN BROTHERS HARRIMAN & CO. Dated as of August 18, 2016
Custodian Services Agreement • December 22nd, 2016 • Schwab Annuity Portfolios

The following is a list of the Funds/Portfolios for which the Custodian shall serve under a Custodian Agreement dated 4/1/2007 (the “Agreement”)

SCHEDULE B SHAREHOLDER SERVICES
Schwab Annuity Portfolios • February 27th, 1998
SCHWAB CAPITAL TRUST EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 5th, 2012 • Schwab Annuity Portfolios

This Agreement, dated as of March 3, 2012, is made and entered into by and between Charles Schwab Investment Management, Inc. (the “Adviser”), Charles Schwab & Co., Inc., (“Schwab”), and Schwab Annuity Portfolios (the “Trust”) on behalf of each series of the Trust listed on SCHEDULE A hereto, as such Schedule may be amended from time to time (each a “Fund” and collectively the “Funds”).

FORM OF FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • April 28th, 2022 • Schwab Annuity Portfolios • Massachusetts

THIS AGREEMENT, dated as of [_________], between Schwab Capital Trust and Schwab Annuity Portfolios (collectively, the “Schwab Trust”), each a business trust organized under the laws of the Commonwealth of Massachusetts, each on behalf of its series identified on Schedule A, severally and not jointly (each, an “Acquiring Fund”), and the registered investment companies identified on Schedule B, each on behalf of its series identified on Schedule B, severally and not jointly (each, an “Acquired Fund”).

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