AMENDMENT TO AMENDED AND RESTATED DISTRIBUTION CONTRACT
Exhibit (e)(11)
AMENDMENT TO
AMENDED AND RESTATED DISTRIBUTION CONTRACT
AMENDMENT dated February 14, 2017 to the Amended and Restated Distribution Contract (the “Contract”) entered into on April 1, 2012 by and between PIMCO Funds (the “Trust”) and PIMCO Investments LLC (the “Distributor”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Contract and amendment described herein.
WHEREAS, the Distributor serves as the distributor of shares of the Trust pursuant to the Contract; and
WHEREAS, the Trust hereby adopts the Contract with respect to the PIMCO Funds Private Account Portfolio Series: PIMCO Short-Term Floating NAV Portfolio IV (the “Portfolio”) and the Distributor hereby acknowledges that the Contract shall pertain to the Portfolio; and
WHEREAS, the parties agree to amend the Contract to add the Portfolio to Schedule A of the Contract.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements hereinafter contained, the parties hereby agree to amend the Contract pursuant to the terms thereof, as follows:
| I. | Sale of Shares to Distributor and Sales by Distributor |
Section 3, paragraph 6 of the Contract is deleted and replaced with the following:
The Distributor agrees that shares of the Portfolios shall be distributed only in accordance with applicable exemptions of the 1933 Act, and methods consistent therewith. Prior to any investor’s purchase of Portfolio shares, except with respect to shares of the PIMCO Short-Term Floating NAV Portfolio III or PIMCO Short-Term Floating NAV Portfolio IV, the Distributor or its affiliate shall obtain from the investor a representation that the investor is an “accredited investor,” as defined in Regulation D under the 1933 Act, and either: (i) a “qualified purchaser” as defined in Section 2(a)(51) of the 1940 Act; or (ii) a “qualified institutional buyer,” as defined in Rule 144A(a)(1) of the 1933 Act.
| II. | Schedule A |
The Trust and the Distributor hereby agree to amend the Contract to add the Portfolio to Schedule A and to make other changes to Schedule A. Accordingly, the current Schedule A is replaced with the new Schedule A attached hereto.
| III. | Other |
Except as expressly provided herein, the Contract shall remain in full force and effect in accordance with its terms.
The parties represent and warrant that all of the representations, warranties and undertakings made in the Contract continue to be true as of the date of this Amendment and will continue in full force and effect until further notice.
| IV. | Term |
This Amendment and the Contract shall become effective with respect to the Portfolio on February 14, 2017 and shall continue in effect for a period not to exceed two years from the effective date of this Amendment and shall continue thereafter on an annual basis with respect to the Portfolio only so long as such continuance is specifically approved at least annually by (a) the Trust’s Board of Trustees or, with respect to the Portfolio, by the vote of a majority of the outstanding voting securities of the Portfolio, as applicable (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)), and (b) by the vote, cast in person at a meeting called for the purpose, of a majority of the Trust’s Trustees who are not parties to this Contract or “interested persons” (as defined in the 0000 Xxx) of any such party. This Contract shall terminate automatically in the event of its assignment (as defined in the 1940 Act). This Contract may, in any event, be terminated at any time without the payment of any penalty, by the Portfolio or the Distributor upon not more than 60 days’ and not less than 30 days’ written notice to the other party.
[The remainder of this page is intentionally left blank.]
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be executed in its name and behalf by its duly authorized representative as of the date first above written.
| PIMCO FUNDS | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: Xxxxxx Xxxxxx | ||
| Title: Vice President | ||
| PIMCO INVESTMENTS LLC | ||
| By: | /s/ Xxxxx Xxxxxxx | |
| Name: Xxxxx Xxxxxxx | ||
| Title: Managing Director | ||
SCHEDULE A
Amended and Restated Distribution Contract
between PIMCO Funds and
PIMCO Investments LLC
February 14, 2017
This contract relates to the following Funds and Portfolios:
Funds:
PIMCO All Asset All Authority Fund
PIMCO All Asset Fund
PIMCO California Intermediate Municipal Bond Fund
PIMCO California Municipal Bond Fund
PIMCO California Short Duration Municipal Income Fund
PIMCO Capital Securities and Financials Fund
PIMCO CommoditiesPLUS® Strategy Fund
PIMCO CommodityRealReturn Strategy Fund®
PIMCO Credit Absolute Return Fund
PIMCO Diversified Income Fund
PIMCO Emerging Local Bond Fund
PIMCO Emerging Markets Bond Fund
PIMCO Emerging Markets Corporate Bond Fund
PIMCO Emerging Markets Currency Fund
PIMCO Emerging Markets Full Spectrum Bond Fund
PIMCO Extended Duration Fund
PIMCO Foreign Bond Fund (U.S. Dollar-Hedged)
PIMCO Foreign Bond Fund (Unhedged)
PIMCO Global Advantage Strategy Bond Fund
PIMCO Global Bond Fund (U.S. Dollar-Hedged)
PIMCO Global Bond Fund (Unhedged)
PIMCO Global Multi-Asset Fund
PIMCO GNMA Fund
PIMCO Government Money Market Fund
PIMCO High Yield Fund
PIMCO High Yield Municipal Bond Fund
PIMCO High Yield Spectrum Fund
PIMCO Income Fund
PIMCO Inflation Response Multi-Asset Fund
PIMCO Investment Grade Corporate Bond Fund
PIMCO Long Duration Total Return Fund
PIMCO Long-Term Credit Fund
PIMCO Long-Term U.S. Government Fund
PIMCO Low Duration ESG Fund
PIMCO Low Duration Fund
PIMCO Low Duration Fund II
PIMCO Low Duration Income Fund
PIMCO Moderate Duration Fund
PIMCO Mortgage Opportunities Fund
PIMCO Multi-Strategy Alternative Fund
PIMCO Mortgage-Backed Securities Fund
PIMCO Municipal Bond Fund
PIMCO National Intermediate Municipal Bond Fund
PIMCO New York Municipal Bond Fund
PIMCO RAE Fundamental Advantage PLUS Fund
PIMCO RAE Fundamental PLUS EMG Fund
PIMCO RAE Low Volatility PLUS EMG Fund
PIMCO RAE Fundamental PLUS Fund
PIMCO RAE Fundamental PLUS International Fund
PIMCO RAE Fundamental PLUS Small Fund
PIMCO RAE Low Volatility PLUS Fund
PIMCO RAE Low Volatility PLUS International Fund
PIMCO RAE Worldwide Fundamental Advantage PLUS Fund
PIMCO RAE Worldwide Long/Short PLUS Fund
PIMCO Real Return Asset Fund
PIMCO Real Return Limited Duration Fund
PIMCO Real Return Fund
PIMCO RealEstateRealReturn Strategy Fund
PIMCO REALPATH® 2020 Fund
PIMCO REALPATH® 2025 Fund
PIMCO REALPATH® 2030 Fund
PIMCO REALPATH® 2035 Fund
PIMCO REALPATH® 2040 Fund
PIMCO REALPATH® 2045 Fund
PIMCO REALPATH® 2050 Fund
PIMCO REALPATH® 2055 Fund
PIMCO REALPATH® Income Fund
PIMCO Senior Floating Rate Fund
PIMCO Short Asset Investment Fund
PIMCO Short Duration Municipal Income Fund
PIMCO Short-Term Fund
PIMCO StocksPLUS® Absolute Return Fund
PIMCO StocksPLUS® Fund
PIMCO StocksPLUS® International Fund (U.S. Dollar-Hedged)
PIMCO StocksPLUS® International Fund (Unhedged)
PIMCO StocksPLUS® Long Duration Fund
PIMCO StocksPLUS® Short Fund
PIMCO StocksPLUS® Small Fund
PIMCO Tax Managed Real Return Fund
PIMCO Total Return ESG Fund
PIMCO Total Return Fund
PIMCO Total Return Fund II
PIMCO Total Return Fund IV
PIMCO TRENDS Managed Futures Strategy Fund
PIMCO Unconstrained Bond Fund
PIMCO Unconstrained Tax Managed Bond Fund
Portfolios:
PIMCO Asset-Backed Securities Portfolio
PIMCO Emerging Markets Portfolio
PIMCO High Yield Portfolio
PIMCO International Portfolio
PIMCO Investment Grade Corporate Portfolio
PIMCO Long Duration Corporate Bond Portfolio
PIMCO Low Duration Portfolio
PIMCO Moderate Duration Portfolio
PIMCO Mortgage Portfolio
PIMCO Municipal Sector Portfolio
PIMCO Real Return Portfolio
PIMCO Senior Floating Rate Portfolio
PIMCO Short-Term Floating NAV Portfolio II
PIMCO Short-Term Floating NAV Portfolio III
PIMCO Short-Term Floating NAV Portfolio IV
PIMCO Short-Term Portfolio
PIMCO U.S. Government Sector Portfolio
