AMENDMENT NO. 25 TO TRANSFER AGENCY SERVICES AGREEMENT
Execution Version
AMENDMENT NO. 25
TO
TRANSFER AGENCY SERVICES AGREEMENT
This Amendment No. 25 to Transfer Agency Services Agreement, dated as of July 31, 2018 (“Amendment No. 25”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc., a Massachusetts corporation (formerly known as PFPC Inc.) (“BNYM”), Pacific Life Insurance Company, a Nebraska corporation (formerly a California corporation) (“Pacific Life”) and Pacific Funds Series Trust, a Delaware statutory trust (formerly Pacific Life Funds) (“Trust”).
Background
A. BNYM, Pacific Life and the Trust are parties to that certain Transfer Agency Services Agreement dated as of August 1, 2001 and the various amendments thereto listed on Exhibit F and dated prior to the date hereof (collectively, the “Agreement”).
B. The parties agree to amend the Agreement as set forth in this Amendment No. 25.
Terms
In consideration of the mutual covenants contained herein and other good and valuable consideration, receipt of which is hereby acknowledged, the parties intending to be legally bound agree as set forth above and as follows:
1. Modifications to Agreement. The Agreement is amended as follows:
(a) The current Exhibit A shall be deleted and replaced in its entirety with the Exhibit A attached to this Amendment No. 25.
(b) The Exhibit F shall be deleted in its entirety and replaced with the Exhibit F attached to this Amendment No. 25.
2. Remainder of Agreement. Except as explicitly amended by this Amendment No. 25, the terms and provisions of the Agreement are hereby ratified, declared and remain in full force and effect.
3. Governing Law. The governing law of the Agreement shall be the governing law of this Amendment No. 25.
4. Entire Agreement. This Amendment No. 25 constitutes the final, complete, exclusive and fully integrated record of the agreement of the parties with respect to the subject matter herein and the amendment of the Agreement with respect to such subject matter, and supersedes all prior and contemporaneous proposals, agreements, contracts, representations and understandings, whether written, oral or electronic, between the parties with respect to the same subject matter.
6. Facsimile Signatures; Counterparts. This Amendment No. 25 may be executed in one more counterparts; such execution of counterparts may occur by manual signature, facsimile signature, manual signature transmitted by means of facsimile transmission or manual signature contained in an imaged document attached to an email transmission; and each such counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed copies of this Amendment No. 25 or of executed signature pages to this Amendment No. 25 by facsimile transmission or as an imaged document attached to an email
transmission shall constitute effective execution and delivery hereof and may be used for all purposes in lieu of a manually executed copy of this Amendment No. 25.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 25 to be executed by their duly authorized officers as of the day and year first written above.
BNY MELLON INVESTMENT SERVICING (US) INC.
By: |
/s/ X. Xxxx |
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Name: Xxxxx Xxxx |
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Title: Vice President |
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PACIFIC LIFE INSURANCE COMPANY
By: |
/s/ Xxxxxx X. Xxxxxxxx |
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By: |
/s/ Xxxxxxx X. XxxXxxxx |
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Name: Xxxxxx X. Xxxxxxxx |
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Name: Xxxxxxx X. XxxXxxxx |
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Title: Senior Vice President |
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Title: VP & Assistant Secretary |
On behalf of itself, and each separate Portfolio, series, class, tier or other subdivision of the Trust or Portfolios listed on Exhibit A to the Agreement.
By: |
/s/ Xxxxxx X. Xxxxxxxx |
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By: |
/s/ Xxxxxxx X. XxxXxxxx |
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Name: Xxxxxx X. Xxxxxxxx |
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Name: Xxxxxxx X. XxxXxxxx |
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Title: Senior Vice President |
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Title: VP & Assistant Secretary |
EXHIBIT A
THIS EXHIBIT A, amended and restated effective as of July 31, 2018, is Exhibit A to that certain Transfer Agency Services Agreement dated as of August 1, 2001 by and among BNY Mellon Investment Servicing (US) Inc., Pacific Life Insurance Company, and Pacific Funds Series Trust, as amended.
PORTFOLIOS
Pacific FundsSM Portfolio Optimization Conservative
Pacific FundsSM Portfolio Optimization Moderate-Conservative
Pacific FundsSM Portfolio Optimization Moderate
Pacific FundsSM Portfolio Optimization Growth
Pacific FundsSM Portfolio Optimization Aggressive-Growth
Pacific FundsSM Core Income
Pacific FundsSM Floating Rate Income
Pacific FundsSM High Income
Pacific FundsSM Short Duration Income
Pacific FundsSM Strategic Income
Pacific FundsSM Limited Duration High Income (liquidated on June 28, 2018)
Pacific FundsSM Diversified Alternatives
Pacific FundsSM Large-Cap
Pacific FundsSM Large-Cap Value
Pacific FundsSM Small/Mid-Cap
Pacific FundsSM Small-Cap
Pacific FundsSM Small-Cap Value
Pacific FundsSM Small-Cap Growth
PF International Value Fund
PF Short Duration Bond Fund
PF Growth Fund
PF Mid-Cap Equity Fund
PF Large-Cap Growth Fund (expected to be liquidated on or about July 31, 2018)
PF International Large-Cap Fund
PF Small-Cap Value Fund
PF Main Street Core Fund (expected to be liquidated on or about August 31, 2018)
PF Emerging Markets Fund
PF Managed Bond Fund
PF Inflation Managed Fund
PF Large-Cap Value Fund
XX Xxxxxxxx Fund (expected to be liquidated on or about August 31, 2018)
PF Mid-Cap Growth Fund (liquidated February 13, 2018)
PF Developing Growth Fund
PF Real Estate Fund
PF Emerging Markets Debt Fund
PF Currency Strategies Fund
PF Global Absolute Return Fund
PF International Small-Cap Fund
PF Equity Long/Short Fund
PF Mid-Cap Value Fund (expected to be liquidated on or about July 31, 2018)
PF Multi-Asset Fund
PF Multi-Fixed Income Fund
EXHIBIT F
Name |
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Date |
Transfer Agency Services Amendment — Exhibit A |
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12/31/2001 |
Anti-Money Laundering and Privacy Amendment |
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7/24/2002 |
Amendment Number 1 To The Transfer Agency Services Agreement |
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7/31/2002 |
Transfer Agency Services Amendment — Exhibit A |
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12/31/2002 |
Amendment To The Transfer Agency Services Agreement |
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1/1/2003 |
Amendment To The Transfer Agency Services Agreement |
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10/1/2003 |
Customer Identification Services Agreement |
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10/1/2003 |
Amendment To Transfer Agency Services Agreement |
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1/1/2007 |
Transfer Agency Services Amendment — Exhibit A |
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7/1/2007 |
Revised Exhibit A to the Transfer Agency Services Agreement |
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7/1/2008 |
Red Flag Services Amendment |
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5/1/2009 |
Amendment No. 12 to Transfer Agency Services Agreement |
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12/31/2009 |
Amendment No. 13 to Transfer Agency Services Agreement |
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12/6/2010 |
Amended and Restated Exhibit A to the Transfer Agency Services Agreement |
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6/30/2011 |
Amended and Restated Exhibit A to the Transfer Agency Services Agreement |
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7/1/2012 |
Amendment No. 14 to the Transfer Agency Services Agreement |
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12/7/2012 |
Amendment No. 15 to the Transfer Agency Services Agreement |
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04/01/2013 |
Amendment No. 16 to the Transfer Agency Services Agreement |
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7/31/2013 |
Amendment No. 17 to the Transfer Agency Services Agreement |
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12/31/2013 |
Amendment No. 18 to the Transfer Agency Services Agreement |
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12/31/2014 |
Amendment No. 19 to the Transfer Agency Services Agreement |
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4/27/2015 |
Amendment No. 20 to the Transfer Agency Services Agreement |
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6/30/2015 |
Amendment No. 21 to the Transfer Agency Services Agreement |
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7/1/2015 |
Amendment No. 22 to the Transfer Agency Services Agreement |
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1/11/2016 |
Amendment No. 23 to the Transfer Agency Services Agreement |
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10/31/2016 |
Amendment No. 24 to the Transfer Agency Services Agreement |
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1/31/2018 |
Amendment No. 25 to the Transfer Agency Services Agreement |
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7/31/2018 |