Amendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC and Mellon Capital Management Corporation
Amendment
to Amended and Restated
Xxxxxxx National Asset Management, LLC
and 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 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 (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 ten funds as new funds of the Trust, effective September 25, 2017 (collectively, “New Funds”):
| 1) |
JNL/Mellon Capital S&P 1500 Growth Index Fund;
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| 2) |
JNL/Mellon Capital S&P 1500 Value Index Fund;
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| 3) |
JNL S&P 500 Index Fund;
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| 4) |
JNL/Mellon Capital Consumer Staples Sector Fund;
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| 5) |
JNL/Mellon Capital Materials Sector Fund;
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| 6) |
JNL/Mellon Capital Industrials Sector Fund;
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| 7) |
JNL/Mellon Capital Real Estate Sector Fund;
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| 8) |
JNL/Vanguard Moderate Allocation Fund;
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| 9) |
JNL/Vanguard Moderate Growth Allocation Fund; and
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| 10) |
JNL/Vanguard Growth Allocation Fund.
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Whereas, the Parties agreed to amend the Agreement to add the New Funds and each fund’s respective fees, effective September 25, 2017.
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 September 25, 2017, attached hereto.
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| 2) |
Schedule B to the Agreement is hereby deleted and replaced in its entirety with Schedule B dated September 25, 2017, attached hereto.
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| 3) |
Except as specifically amended hereby, the Agreement shall remain in full force and effect in accordance with its terms.
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| 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.
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| 5) |
This Amendment may be executed in one or more counterparts, which together shall constitute one document.
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In Witness Whereof, the Parties have caused this Amendment to be executed, effective as of September 25, 2017.
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Xxxxxxx National Asset Management, LLC
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Mellon Capital Management Corporation
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By:
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/s/ Xxxx X. Xxxxx
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By:
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/s/ Xxxxxx Xxxxx
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Name:
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Xxxx X. Xxxxx
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Name:
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Xxxxxx Xxxxx
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Title:
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President and CEO
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Title:
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Managing Director
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-2-
Schedule A
Dated September 25, 2017
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Funds
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JNL S&P 500 Index Fund
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JNL/Mellon Capital Bond Index Fund
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JNL/Mellon Capital Consumer Staples Sector Fund
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JNL/Mellon Capital Emerging Markets Index Fund
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JNL/Mellon Capital European 30 Fund
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JNL/Mellon Capital Industrials Sector Fund
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JNL/Mellon Capital International Index Fund
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JNL/Mellon Capital Materials Sector Fund
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JNL/Mellon Capital MSCI KLD 400 Social Index Fund
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JNL/Mellon Capital Pacific Rim 30 Fund
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JNL/Mellon Capital Real Estate Sector Fund
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JNL/Mellon Capital S&P 1500 Growth Index Fund
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JNL/Mellon Capital S&P 1500 Value Index Fund
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JNL/Mellon Capital S&P 500 Index Fund
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JNL/Mellon Capital S&P 400 MidCap Index Fund
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JNL/Mellon Capital Small Cap Index Fund
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JNL/Mellon Capital Utilities Sector Fund
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JNL/S&P Competitive Advantage Fund
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JNL/S&P Dividend Income & Growth Fund
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JNL/S&P International 5 Fund
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JNL/S&P Intrinsic Value Fund
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JNL/S&P Mid 3 Fund
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JNL/S&P Total Yield Fund
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JNL/X. Xxxx Price Mid-Cap Growth Fund
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JNL/Vanguard Growth Allocation Fund
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JNL/Vanguard Moderate Allocation Fund
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JNL/Vanguard Moderate Growth Allocation Fund
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A-1
Schedule B
Dated September 25, 2017
(Compensation)
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JNL S&P 500 Index Fund
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Average Daily Net Assets
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Annual Rate
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All assets
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0.010%
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JNL/Mellon Capital Bond Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital Consumer Staples Sector Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital Emerging Markets Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital European 30 Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $50 million
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0.060%
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$50 million to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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X-0
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XXX/Xxxxxx Xxxxxxx Xxxxxxxxxxx Xxxxxx Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital International Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital Materials Sector Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital MSCI KLD 400 Social Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital Pacific Rim 30 Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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X-0
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XXX/Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxx Xxxx
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital S&P 1500 Growth Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital S&P 1500 Value Index Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Mellon Capital S&P 500 Index Fund
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Average Daily Net Assets
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Annual Rate
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All assets
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0.010%
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JNL/Mellon Capital S&P 400 MidCap Index Fund
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Average Daily Net Assets
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Annual Rate
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All assets
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0.010%
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JNL/Mellon Capital Small Cap Index Fund
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Average Daily Net Assets
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Annual Rate
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All Assets
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0.010%
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B-3
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JNL/Mellon Capital Utilities Sector Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/S&P Competitive Advantage Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.0150%
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JNL/S&P Dividend Income & Growth Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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JNL/S&P International 5 Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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JNL/S&P Intrinsic Value Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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B-4
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JNL/S&P Mid 3 Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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JNL/S&P Total Yield Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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JNL/X. Xxxx Price Mid-Cap Growth Fund*
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Average Daily Net Assets
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Annual Rate
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$0 to $50 million
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0.090%
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$50 million to $100 million
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0.060%
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$100 million to $750 million
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0.030%
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Over $750 million
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0.015%
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| *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 Capital Management Corporation. |
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JNL/Vanguard Growth Allocation Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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JNL/Vanguard Moderate Allocation Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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B-5
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JNL/Vanguard Moderate Growth Allocation Fund
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Average Daily Net Assets
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Annual Rate
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$0 to $750 million
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0.030%
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$750 million to $2 billion
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0.015%
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Over $2 billion
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0.010%
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B-6
