Amendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC
Ex. 99.28(d)(45)(xxv)
Amendment to
Amended and Restated
Investment Sub-Advisory Agreement Between
Xxxxxxx National Asset Management, LLC
and Mellon Investments Corporation
(originally, Mellon Capital Management Corporation)
This Amendment is made by and between Xxxxxxx National Asset Management, LLC, a Michigan limited liability company and registered investment adviser (the “Adviser”), and Mellon Investments Corporation (originally, Mellon Capital Management Corporation), a Delaware corporation and registered investment adviser (the “Sub-Adviser”).
Whereas, the Adviser and Sub-Adviser (the “Parties”) entered into an Amended and Restated Investment Sub-Advisory Agreement, effective as of the 1st day of December, 2012, as amended (the “Agreement”), whereby the Adviser appointed the Sub-Adviser to provide certain sub-investment advisory services to certain investment portfolios (each a “Fund,” and collectively, the “Funds”) of JNL Series Trust (the “Trust”), as listed on Schedule A of the Agreement.
Whereas, pursuant to the Agreement, the Adviser agreed to pay the Sub-Adviser for the services provided and the expenses assumed by the Sub-Adviser a sub-advisory fee as set forth on Schedule B to the Agreement, and the Sub-Adviser agreed to accept such sub-advisory fee as full compensation under the Agreement for such services and expenses.
Whereas, the Board of Trustees of the Trust approved the following new Funds, Fund name changes, and fee changes for certain Funds, effective June 24, 2019:
New Funds:
| 1) | JNL/RAFI® Fundamental U.S. Small Cap Fund; and |
| 2) | JNL/RAFI® Multi-Factor U.S. Equity Fund. |
| 1) | JNL/Mellon Capital Bond Index Fund change to JNL/Mellon Bond Index Fund; |
| 2) | JNL/Mellon Capital Consumer Staples Sector Fund change to JNL/Mellon Consumer Staples Sector Fund; |
| 3) | JNL/Mellon Capital Emerging Markets Index Fund change to JNL/Mellon Emerging Markets Index Fund; |
| 4) | JNL/Mellon Capital Industrials Sector Fund change to JNL/Mellon Industrials Sector Fund; |
| 5) | JNL/Mellon Capital International Index Fund change to JNL/Mellon International Index Fund; |
| 6) | JNL/Mellon Capital Materials Sector Fund change to JNL/Mellon Materials Sector Fund; |
| 7) | JNL/Mellon Capital MSCI KLD 400 Social Index Fund change to JNL/Mellon MSCI KLD 400 Social Index Fund; |
| 8) | JNL/Mellon Capital Real Estate Sector Fund change to JNL/Mellon Real Estate Sector Fund. |
| 9) | JNL/Mellon Capital S&P 1500 Growth Index Fund change to JNL/Mellon S&P 1500 Growth Index Fund; |
| 10) | JNL/Mellon Capital S&P 1500 Value Index Fund change to JNL/Mellon S&P 1500 Value Index Fund; |
| 11) | JNL/Mellon Capital S&P 500 Index Fund change to JNL/Mellon S&P 500 Index Fund; |
| 12) | JNL/Mellon Capital S&P 400 MidCap Index Fund change to JNL/Mellon S&P 400 MidCap Index Fund; |
| 13) | JNL/Mellon Capital Small Cap Index Fund change to JNL/Mellon Small Cap Index Fund; |
| 14) | JNL/Mellon Capital Utilities Sector Fund change to JNL/Mellon Utilities Sector Fund; |
| 15) | JNL/Mellon Capital Pacific Rim 30 Fund change to JNL/RAFI® Fundamental Asia Developed Fund; and |
| 16) | JNL/Mellon Capital European 30 Fund change to JNL/RAFI® Fundamental Europe Fund. |
Fee Changes:
| 1) | JNL/Mellon Capital European 30 Fund, which will be the JNL/RAFI® Fundamental Europe Fund, pursuant to the Fund name change outlined above; and |
| 2) | JNL/Mellon Capital Pacific Rim 30 Fund, which will be the JNL/RAFI® Fundamental Asia Developed Fund, pursuant to the Fund name change outlined above. |
Whereas, the Parties have agreed to amend the Agreement, to add the new Funds and its fees, to reflect the Fund name changes, and to update the fees for the Funds outlined above, effective June 24, 2019.
Now Therefore, in consideration of the mutual covenants herein contained, the Parties hereby agree to amend the Agreement as follows:
| 1) | Schedule A to the Agreement is hereby deleted and replaced, in its entirety, with Schedule A dated June 24, 2019, attached hereto. |
| 2) | Schedule B to the Agreement is hereby deleted and replaced, in its entirety, with Schedule B dated June 24, 2019, attached hereto. |
| 3) | Except as specifically amended hereby, the Agreement shall remain in full force and effect, in accordance with its terms. |
| 4) | Each of the Parties represents and warrants to the others that it has full authority to enter into this Amendment, upon the terms and conditions hereof, and that the individual executing this Amendment is duly authorized to bind the respective party to this Amendment. |
| 5) | This Amendment may be executed in one or more counterparts, which together shall constitute one document. |
In Witness Whereof, the Parties have caused this Amendment to be executed, effective June 24, 2019.
| Xxxxxxx National Asset Management, LLC |
Mellon Investments Corporation (originally, Mellon Capital Management Corporation) |
||||
| By: | /s/ Xxxx X. Xxxxx | By: | /s/ Xxxx Xxxxxxx-Xxxxx | ||
| Name: | Xxxx X. Xxxxx | Name: | Xxxx Xxxxxxx-Xxxxx | ||
| Title: | President and CEO | Title: | Managing Director | ||
Schedule A
Dated June 24, 2019
| Funds | |
|
JNL S&P 500 Index Fund
|
|
|
JNL/Mellon Bond Index Fund
|
|
|
JNL/Mellon Consumer Staples Sector Fund
|
|
|
JNL/Mellon Emerging Markets Index Fund
|
|
|
JNL/Mellon Industrials Sector Fund
|
|
|
JNL/Mellon International Index Fund
|
|
|
JNL/Mellon Materials Sector Fund
|
|
|
JNL/Mellon MSCI KLD 400 Social Index Fund
|
|
|
JNL/Mellon Real Estate Sector Fund
|
|
|
JNL/Mellon S&P 1500 Growth Index Fund
|
|
|
JNL/Mellon S&P 1500 Value Index Fund
|
|
|
JNL/Mellon S&P 500 Index Fund
|
|
|
JNL/Mellon S&P 400 MidCap Index Fund
|
|
|
JNL/Mellon Small Cap Index Fund
|
|
|
JNL/Mellon Utilities Sector Fund
|
|
|
JNL/RAFI® Fundamental Asia Developed Fund
|
|
|
JNL/RAFI® Fundamental Europe Fund |
|
|
JNL/RAFI® Fundamental U.S. Small Cap Fund
|
|
|
JNL/RAFI® Multi-Factor U.S. Equity Fund
|
|
|
JNL/S&P Competitive Advantage Fund
|
|
|
JNL/S&P Dividend Income & Growth Fund
|
|
|
JNL/S&P International 5 Fund
|
|
|
JNL/S&P Intrinsic Value Fund
|
|
|
JNL/S&P Mid 3 Fund
|
|
|
JNL/S&P Total Yield Fund
|
|
|
JNL/X. Xxxx Price Mid-Cap Growth Fund
|
|
|
JNL/Vanguard Growth ETF Allocation Fund
|
|
|
JNL/Vanguard Moderate ETF Allocation Fund
|
|
|
JNL/Vanguard Moderate Growth ETF Allocation Fund
|
|
|
JNL/Morningstar Wide Moat Index Fund
|
|
A-1
Schedule B
Dated June 24, 2019
(Compensation)
|
JNL S&P 500 Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005%
|
|
JNL/Mellon Bond Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Consumer Staples Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Emerging Markets Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Industrials Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon International Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
B-1
|
JNL/Mellon Materials Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon MSCI KLD 400 Social Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Real Estate Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon S&P 1500 Growth Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon S&P 1500 Value Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon S&P 500 Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
B-2
|
JNL/Mellon S&P 400 MidCap Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
|
JNL/Mellon Small Cap Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
|
JNL/Mellon Utilities Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental Asia Developed Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental Europe Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental U.S. Small Cap Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
B-3
|
JNL/RAFI® Multi-Factor U.S. Equity Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/S&P Competitive Advantage Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/S&P Dividend Income & Growth Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/S&P International 5 Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/S&P Intrinsic Value Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/S&P Mid 3 Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/S&P Total Yield Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
B-4
|
JNL/X. Xxxx Price Mid-Cap Growth Fund*
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $50 million
|
0.090% |
|
$50 million to $100 million
|
0.060% |
|
$100 million to $750 million
|
0.030% |
|
Over $750 million
|
0.015% |
*Fees will be paid based on assets invested in the mid-cap growth index strategy portion of the JNL/X. Xxxx Price Mid-Cap Growth Fund managed by Mellon Investments Corporation.
|
JNL/Vanguard Growth ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Vanguard Moderate ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Vanguard Moderate Growth ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Morningstar Wide Moat Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
B-5
