FIRST AMENDMENT to the LICENSE AGREEMENT
Exhibit 99.B(h)(7)(b)
FIRST AMENDMENT to the
LICENSE AGREEMENT
This FIRST AMENDMENT (this “Amendment”) is made as of April 18, 2017 (the “Amendment Effective Date”) by and between Victory Capital Management Inc., a New York corporation (“Licensor”) and Victory Portfolios II (formerly Compass EMP Funds Trust), a Delaware statutory trust (“Licensee”), on behalf of its individual series funds listed on Exhibit B of the Agreement (as defined below), their wholly-owned subsidiaries, and all future individual series funds and their wholly-owned subsidiaries, and amends that certain License Agreement by and between Licensor and Licensee, dated as of May 1, 2015 (the “Agreement”).
In consideration of the mutual covenants and agreements set forth herein, and for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Licensor and Licensee agree to amend the Agreement as follows:
1. Exhibit A to the Agreement is hereby amended to delete the phrase “Current as of December 31, 2015” and to add the following entries, including the footnote below, to the end of the “Indices” table:
Ticker |
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Type |
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Name |
NQVMVG |
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Price Return |
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Nasdaq Victory Multi-factor Global Minimum Volatility Index |
NQVMVGT |
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Total Return |
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Nasdaq Victory Multi-factor Global Minimum Volatility Total Return Index |
NQVMVGN |
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Net Total Return |
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Nasdaq Victory Multi-factor Global Minimum Volatility Net Total Return Index |
NQVMVUS |
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Price Return |
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Nasdaq Victory Multi-factor US Minimum Volatility Index |
NQVMVUST |
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Total Return |
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Nasdaq Victory Multi-factor US Minimum Volatility Total Return Index |
NQVMVUSN |
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Net Total Return |
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Nasdaq Victory Multi-factor US Minimum Volatility Net Total Return Index |
NQVMVI |
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Price Return |
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Nasdaq Victory Multi-factor International Minimum Volatility Index |
NQVMVIT |
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Total Return |
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Nasdaq Victory Multi-factor International Minimum Volatility Total Return Index |
NQVMVIN |
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Net Total Return |
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Nasdaq Victory Multi-factor International Minimum Volatility Net Total Return Index |
* With respect to the Indices marked with an asterisk, Licensee will comply with any applicable terms imposed upon Licensor by Nasdaq, Inc., subject to receiving written notice of such terms and a thirty (30) day cure period.
2. Exhibit B to the Agreement is hereby deleted in its entirety and replaced with the Exhibit B attached hereto.
IN WITNESS WHEREOF, Licensor and Licensee have each caused this Amendment to be duly executed as of the Amendment Effective Date by their respective officers thereunto duly authorized.
VICTORY CAPITAL MANAGEMENT INC. |
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On Behalf of Its Individual Series Funds Listed On Exhibit B Of The Agreement, Their Wholly-Owned Subsidiaries, and All Future Individual Series Funds and Their Wholly-Owned Subsidiaries | ||
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By: |
/s/ Xxxxxxx X. Xxxxxxxxx |
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Name: |
Xxxxxxx X. Xxxxxxxxx |
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Title: |
Chief Financial Officer and Chief Operating Officer |
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By: |
/s/ Xxxxxxxxxxx X. Xxxx |
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Date: |
May 30, 2017 |
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Name: |
Xxxxxxxxxxx X. Xxxx |
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Title: |
President |
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Date: |
May 26, 2017 |
Exhibit B
Funds
Victory CEMP Commodity Volatility Wtd Index Strategy Fund and its wholly owned subsidiary, CEMPCSVWF Fund Limited
Victory CEMP Global High Dividend Defensive Fund
Victory CEMP Long/Short Strategy Fund
Victory CEMP Market Neutral Income Fund
Victory CEMP US 500 Enhanced Volatility Wtd Index Fund
VictoryShares Developed Enhanced Volatility Wtd ETF
VictoryShares Dividend Accelerator ETF
VictoryShares Emerging Market High Div Volatility Wtd ETF
VictoryShares Emerging Market Volatility Wtd ETF
VictoryShares Global Multi-Factor Minimum Volatility ETF
VictoryShares International High Div Volatility Wtd ETF
VictoryShares International Multi-Factor Minimum Volatility ETF
VictoryShares International Volatility Wtd ETF
VictoryShares Quality Growth ETF
VictoryShares Quality Value ETF
VictoryShares US 500 Enhanced Volatility Wtd ETF
VictoryShares US 500 Volatility Wtd ETF
VictoryShares US Discovery Enhanced Volatility Wtd ETF
VictoryShares US EQ Income Enhanced Volatility Wtd ETF
VictoryShares US Large Cap High Div Volatility Wtd ETF
VictoryShares US Multi-Factor Minimum Volatility ETF
VictoryShares US Small Cap High Div Volatility Wtd ETF
VictoryShares US Small Cap Volatility Wtd ETF