AMENDMENT to AMENDED AND RESTATED TRANSER AGENCY AND SERVICE AGREEMENT
AMENDMENT
to
AMENDED AND RESTATED TRANSER AGENCY AND SERVICE
AGREEMENT
This Amendment (the “Amendment”), dated December 30, 2011, amends the Amended and Restated Transfer Agency and Service Agreement effective May 29, 2007 (the “Agreement”) between Prudential Mutual Fund Services LLC (“PMFS”) and the Funds.
WHEREAS, the parties desire to amend the Agreement to specifically reflect the fee payable by Class I Shares and Class Z Shares of Prudential Stock Index Fund effective as of June 1, 2007 that was (i) approved by the Fund’s Board at its meeting held June 5 – 7, 2007, (ii) reflected in the supplement to the Fund’s prospectus dated June 20, 2007 and (iii) correctly accrued by the Fund since June 1, 2007, and in conjunction therewith, to amend the pricing terms under the Agreement; and
WHEREAS, the parties desire to amend the Agreement to update the list of funds and series thereof as parties to the Agreement;
NOW, THEREFORE, in consideration of the foregoing and the terms and conditions set forth below, the parties hereto agree as follows:
1. Effect of Amendment . The Agreement, as modified and amended by this Amendment, is in all respects ratified and confirmed. The Agreement and this Amendment shall be read, taken, and construed as one and the same instrument. Upon the execution of this
Amendment, the Agreement shall be modified and amended in accordance herewith. In the event of a conflict between this Amendment and the Agreement, this Amendment shall control.
2. Exhibit A. Exhibit A, “Funds and Portfolios,” is deleted and replaced with the attached Exhibit A.
3. Schedule A. Schedule A, “Fee Schedule,” is deleted and replaced with the attached Schedule A.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names and on their behalf by and through their duly authorized officers, as of the day and year first above written.
[signatures on next page]
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FUNDS AS LISTED ON THE ATTACHED EXHIBIT A (individually and severally, and not jointly and severally) |
PRUDENTIAL MUTUAL FUND SERVICES LLC |
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by: _____/s/ Xxxxx X. xxxxxx |
BY: /s/ Hansjerg X. Xxxxxxxxx |
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XXXXX X. Xxxxxx, Treasurer of ALL FUNDS |
Hansjerg X. Xxxxxxxxx, Vice President |
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attest: ___/s/ Xxxxxxx Xxxxxx _ |
Attest: ___/s/ XXXX XXXXXXX |
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Print Name: Xxxxxxx xxxxxx |
Print Name: xxxx xxxxxxx |
EXHIBIT A
FUNDS AND PORTFOLIOS
Retail Funds
Prudential Global Total Return Fund, Inc.
Prudential Investment Portfolios, Inc. 14
Prudential Government Income Fund
Prudential Floating Rate Income Fund
Prudential High Yield Fund, Inc.
Prudential Investment Portfolios, Inc.
Prudential Asset Allocation Fund
Prudential Conservative Allocation Fund
Prudential Growth Allocation Fund
Prudential Xxxxxxxx Equity Opportunity Fund
Prudential Xxxxxxxx Growth Fund
Prudential Moderate Allocation Fund
Prudential Investment Portfolios 2
Prudential Core Short-Term Bond Fund
Prudential Core Taxable Money Market Fund
Prudential Investment Portfolios 3
Prudential Xxxxxxxx Market Neutral Fund
Prudential Xxxxxxxx Select Growth Fund
Prudential Real Assets Fund
Prudential Strategic Value Fund
Prudential Investment Portfolios 4
Prudential Muni High Income Fund
Prudential Investment Portfolios 5
Prudential Xxxxxxxx Conservative Growth Fund
Prudential Small Cap Value Fund
Prudential Investment Portfolios 6
Prudential California Muni Income Fund
Prudential Investment Portfolios 7
Prudential Xxxxxxxx Value Fund
Prudential Investment Portfolios 8
Prudential Stock Index Fund
Prudential Investment Portfolios 9
Prudential International Real Estate Fund
Prudential Large-Cap Core Equity Fund
Prudential Absolute Return Bond Fund
Prudential Investment Portfolios, Inc. 10
Prudential Xxxxxxxx Equity Income Fund
Prudential Mid-Cap Value Fund
Prudential Investment Portfolios 12
Prudential Global Real Estate Fund
Prudential US Real Estate Fund
Prudential Xxxxxxxx 20/20 Focus Fund
Prudential Xxxxxxxx Blend Fund, Inc.
Prudential Xxxxxxxx Mid-Cap Growth Fund, Inc.
Prudential Xxxxxxxx Natural Resources Fund, Inc.
Prudential Xxxxxxxx Small Company Fund, Inc.
Prudential MoneyMart Assets, Inc.
Prudential National Muni Fund, Inc.
Prudential Sector Funds, Inc.
Prudential Financial Services Fund
Prudential Health Sciences Fund (d/b/a Prudential Xxxxxxxx Health Sciences Fund)
Prudential Utility Fund (d/b/a Prudential Xxxxxxxx Utility Fund)
Prudential Short-Term Corporate Bond Fund, Inc.
Prudential Total Return Bond Fund, Inc.
Prudential World Fund, Inc.
Prudential International Equity Fund
Prudential International Value Fund
Prudential Emerging Markets Debt Local Currency Fund
The Prudential Variable Contract Account-2
The Prudential Variable Contract Account-10
The Prudential Variable Contract Account-11
Target Asset Allocation Funds
Target Conservative Allocation Fund
Target Growth Allocation Fund
Target Moderate Allocation Fund
The Target Portfolio Trust
Intermediate-Term Bond Portfolio
International Equity Portfolio
Large Capitalization Growth Portfolio
Large Capitalization Value Portfolio
Mortgage Backed Securities Portfolio
Small Capitalization Growth Portfolio
Small Capitalization Value Portfolio
Total Return Bond Portfolio
Insurance Funds
Advanced Series Trust
AST Academic Strategies Asset Allocation Portfolio
AST Advanced Strategies Portfolio
AST Balanced Asset Allocation Portfolio
AST BlackRock Global Strategies Portfolio
AST BlackRock Value Portfolio
AST Bond Portfolio 2015
AST Bond Portfolio 2016
AST Bond Portfolio 2017
AST Bond Portfolio 2018
AST Bond Portfolio 2019
AST Bond Portfolio 2020
AST Bond Portfolio 2021
AST Bond Portfolio 2022
AST Bond Portfoli0 2023
AST Capital Growth Asset Allocation Portfolio
AST CLS Growth Asset Allocation Portfolio
AST CLS Moderate Asset Allocation Portfolio
AST Xxxxx & Steers Realty Portfolio
AST Federated Aggressive Growth Portfolio
AST FI Pyramis® Asset Allocation Portfolio
AST First Trust Balanced Target Portfolio
AST First Trust Capital Appreciation Target Portfolio
AST Global Real Estate Portfolio
AST Xxxxxxx Sachs Concentrated Growth Portfolio
AST Xxxxxxx Xxxxx Large-Cap Value Portfolio
AST Xxxxxxx Sachs Mid-Cap Growth Portfolio
AST Xxxxxxx Xxxxx Small-Cap Value Portfolio
AST High Yield Portfolio
AST Horizon Growth Asset Allocation Portfolio
AST Horizon Moderate Asset Allocation Portfolio
AST International Growth Portfolio
AST International Value Portfolio
AST Investment Grade Bond Portfolio
AST Xxxxxxxx Large Cap Growth Portfolio
AST Xxxxxxxx Large Cap Value Portfolio
AST JPMorgan International Equity Portfolio
AST X.X. Xxxxxx Strategic Opportunities Portfolio
AST Large-Cap Value Portfolio
AST Lord Xxxxxx Core Fixed-Income Portfolio
AST Xxxxxxx Capital Growth Portfolio
AST Mid-Cap Value Portfolio
AST MFS Global Equity Portfolio
AST MFS Growth Portfolio
AST Money Market Portfolio
AST Xxxxxxxxx Xxxxxx Core Bond Portfolio
AST Xxxxxxxxx Xxxxxx Mid-Cap Growth Portfolio
AST Xxxxxxxxx Xxxxxx/LSV Mid-Cap Value Portfolio
AST Parametric Emerging Markets Equity Portfolio
AST PIMCO Limited Maturity Bond Portfolio
AST PIMCO Total Return Bond Portfolio
AST Preservation Asset Allocation Portfolio
AST Prudential Core Bond Portfolio
AST QMA US Equity Alpha Portfolio
AST Quantitative Modeling Portfolio
AST Schroders Multi-Asset World Strategies Portfolio
AST Small Cap Growth Portfolio
AST Small Cap Value Portfolio
AST X. Xxxx Price Asset Allocation Portfolio
AST X. Xxxx Price Equity Income Portfolio
AST X. Xxxx Price Global Bond Portfolio
AST X. Xxxx Price Large Cap Growth Portfolio
AST X. Xxxx Price Natural Resources Portfolio
AST Wellington Management Hedged Equity Portfolio
AST Western Asset Core Plus Bond Portfolio
The Prudential Series Fund
Conservative Balanced Portfolio
Diversified Bond Portfolio
Equity Portfolio
Flexible Managed Portfolio
Global Portfolio
Government Income Portfolio
High Yield Bond Portfolio
Xxxxxxxx 20/20 Focus Portfolio
Xxxxxxxx Portfolio
Money Market Portfolio
Natural Resources Portfolio
Small Capitalization Stock Portfolio
Stock Index Portfolio
Value Portfolio
SP International Growth Portfolio
SP International Value Portfolio
SP Prudential U.S. Emerging Growth Portfolio
SP Small Cap Value Portfolio
[END OF EXHIBIT A]
SCHEDULE A
Prudential Mutual Fund Services LLC
Fee Schedule
General: Except as otherwise provided below, fees are based on an annual per shareholder account charge for the Retail Funds or per portfolio charge for the Insurance Funds, as applicable, by BNY Mellon Investment Servicing (US) Inc. (“BNYMIS”) for account maintenance; plus reimbursement to PMFS for direct costs plus, as to the Retail Funds, only, a reasonable margin; plus reimbursement to PMFS and BNYMIS of out-of-pocket expenses. In addition, there is an annual charge to the Retail Funds for inactive zero balance accounts.
Account Maintenance Charge: The annual account maintenance charge is billable to the Fund on a monthly basis at the rate of 1/12 of the annual fee. A charge is made for an account in the month that an account opens or closes.
Annual Maintenance Per Account Fee or Per Portfolio Fee, as applicable
Retail Funds (other than Class I or Class Z Shares of Prudential Stock Index Fund)
Active direct $ 5.00 per account, per annum for the first 1.2 million accounts, plus
Active direct $ 4.85 per account, per annum for accounts in excess of 1.2 million
Active NSCC level III $ 3.00 per account, per annum
Active Simple XXX $ 6.00 per account, per annum
Active QP account $16.00 per account, per annum
Inactive account+ $ 0.30 per account, per annum
Insurance Funds
Insurance Funds $6,000.00 per active Portfolio, effective January 1, 2009
+An inactive account is defined as having a zero balance with no dividend payable. Inactive accounts are typically purged on a quarterly basis. However, data is kept online for at least 18 months for year-end tax reporting. The inactive account fee does not apply to the Insurance Funds.
Prudential Stock Index Fund: Effective as of June 1, 2007, Class I Shares and Class Z Shares of Prudential Stock Index Fund are subject to a transfer agency fee of .07% and .13%, respectively, of the average daily net assets of such Class I and Class Z Shares.
Direct Costs: Except as otherwise provided herein, direct costs of PMFS allocated to the Retail Funds are based on the number of open accounts, are billable to the Fund plus a reasonable margin, and include but are not limited to the services set forth in Section 1.02 of this Agreement. PMFS does not seek reimbursement
for its direct costs associated with Class I or Class Z Shares of Prudential Stock Index Fund. With respect to the Insurance Funds, PMFS will seek reimbursement for its direct costs in an amount not to exceed $295,000 annually. Direct costs of PMFS allocated to the Insurance Funds are based on the number of active Insurance Funds’ Portfolios.
Out-of-Pocket Expenses: Out-of-pocket expenses of PMFS and BNYMIS are billable to the Fund and include but are not limited to: postage, stationery and printing, allocable communication costs, microfilm, microfiche, and expenses incurred at the specific direction of the Fund.
Payment: Invoices will be presented to the Fund on a monthly basis assessing the Fund for the appropriate fee and out-of-pocket expenses.
[END OF SCHEDULE A]
