AMENDMENT TO CUSTODY AGREEMENT
EX-99.(g)(12)
EXECUTION
AMENDMENT
TO
This Amendment (“Amendment”) is made as of the 13th day of December, 2019, by and between each of Xxxxxxx Xxxxx Trust, Xxxxxxx Sachs Variable Insurance Trust (each, the “Trust”), Xxxxxxx Xxxxx ETF Trust (“GSETF”), separately and not jointly, and THE BANK OF NEW YORK MELLON (“BNY Mellon”). GSETF end each Trust are referred to collectively herein as the “Trusts”.
BACKGROUND:
| A. | BNY Mellon and the Trusts are parties to a Custody Agreement dated as of April 5, 2011, as amended to date (the “Agreement”), relating to BNY Mellon’s provision of services to the Trusts and each series listed on Schedule I to the Agreement, as such Schedule I may be amended from time to time (each a “Fund”). |
| B. | The parties desire to amend the Agreement as set forth herein. |
TERMS:
The parties hereby agree that:
| 1. | Schedule I to the Agreement is hereby deleted in its entirety and replaced with Schedule I attached hereto. |
| 2. | Miscellaneous. |
| (a) | Capitalized terms not defined in this Amendment shall remain in full force and effect. In the event of a conflict between the terms hereof and the Agreement, this Amendment shall control. |
| (b) | As hereby amended and supplemented, the Agreement shall remain in full force and effect. |
| (c) | The Agreement, as amended hereby, constitutes the complete understanding and agreement of the parties with respect to the subject matter hereof and supersedes all prior communications with respect thereto. |
| (d) | This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The facsimile signature of any party in this Amendment shall constitute the valid and binding execution hereof by such party. |
| (e) | This Amendment shall be governed by the laws of the State of New York, without regard to its principles of conflicts of laws. |
EXECUTION
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers designated below on the date and year first above written.
| XXXXXXX XXXXX TRUST | ||
| On behalf of each of its Funds identified on Schedule I attached hereto | ||
| By: | /s/ Levee Xxxxxx | |
| Name: | Levee Xxxxxx |
| Title: | Vice President |
| XXXXXXX SACHS VARIABLE INSURANCE TRUST | ||
| On behalf of each of its Funds identified on Schedule I attached hereto | ||
| By: | /s/ Levee Xxxxxx | |
| Name: | Levee Xxxxxx |
| Title: | Vice President |
| XXXXXXX XXXXX ETF TRUST | ||
| On behalf of each of its Funds identified on Schedule I attached hereto | ||
| By: | /s/ Levee Xxxxxx | |
| Name: | Levee Xxxxxx |
| Title: | Vice President |
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ Xxxxxx Xxxxxx | |
| Name: | Xxxxxx Xxxxxx |
| Title: | Managing Director |
EXECUTION
SCHEDULE I
(Amended and Restated as of December 13, 2019)
Xxxxxxx Xxxxx Access Emerging Markets Local Currency Bond ETF*
Xxxxxxx Sachs Access Emerging Markets USD Bond ETF*
Xxxxxxx Xxxxx Access High Yield Corporate Bond ETF
Xxxxxxx Sachs Access Inflation Protected USD Bond ETF
Xxxxxxx Xxxxx Access Investment Grade Corporate Bond ETF
Xxxxxxx Sachs Access Treasury 0-1 Year ETF
(formerly, Xxxxxxx Xxxxx Treasury Access 0-1 Year ETF)
Xxxxxxx Sachs Access China Bond ETF*
Xxxxxxx Xxxxx Access Investment Grade Corporate 1-5 Year Bond ETF*
Xxxxxxx Sachs Access Investment Grade Corporate 10+ Year Bond ETF*
Xxxxxxx Xxxxx Access Total Bond Market ETF*
Xxxxxxx Sachs Access U.S. Aggregate Bond ETF*
Xxxxxxx Xxxxx Access U.S. Treasury Bond ETF*
Xxxxxxx Sachs ActiveBeta® Emerging Markets Equity ETF
Xxxxxxx Xxxxx ActiveBeta® Europe Equity ETF
Xxxxxxx Sachs ActiveBeta® International Equity ETF
Xxxxxxx Xxxxx ActiveBeta® Japan Equity ETF
Xxxxxxx Sachs ActiveBeta® U.S. Large Cap Equity ETF
Xxxxxxx Xxxxx ActiveBeta® U.S. Small Cap Equity ETF
Xxxxxxx Sachs Equal Weight U.S. Large Cap Equity ETF
Xxxxxxx Xxxxx Eurozone Banks ETF*
Xxxxxxx Sachs Financial Square Federal Instruments Fund
Xxxxxxx Xxxxx Financial Square Government Fund
Xxxxxxx Sachs Financial Square Money Market Fund
Xxxxxxx Xxxxx Financial Square Prime Obligations Fund
Xxxxxxx Sachs Financial Square Treasury Instruments Fund
Xxxxxxx Xxxxx Financial Square Treasury Obligations Fund
Xxxxxxx Sachs Financial Square Treasury Solutions Fund
Xxxxxxx Xxxxx Motif Data-Driven World ETF
Xxxxxxx Sachs Motif Finance Reimagined ETF
Xxxxxxx Xxxxx Motif Human Evolution ETF
Xxxxxxx Sachs Motif Manufacturing Revolution ETF
Xxxxxxx Xxxxx Motif New Age Consumer ETF
Xxxxxxx Sachs Hedge Industry VIP ETF
Xxxxxxx Xxxxx Investor Money Market Fund
Xxxxxxx Sachs Investor Tax-Exempt Money Market Fund
Xxxxxxx Xxxxx JUST U.S. Large Cap Equity ETF
Xxxxxxx Sachs Access Ultra Short Bond ETF
Xxxxxxx Xxxxx Variable Insurance Trust — Xxxxxxx Sachs Government Money Market
Fund
Xxxxxxx Xxxxx Global Infrastructure
Xxxxxxx Sachs Large Cap Growth Insights
Xxxxxxx Xxxxx U.S. Equity Insights
EXECUTION
Xxxxxxx Sachs Small Cap Growth Insights
Xxxxxxx Xxxxx Small Cap Equity Insights
Xxxxxxx Sachs Large Cap Value Insights
Xxxxxxx Xxxxx Small Cap Value Insights
Xxxxxxx Sachs Small Cap Growth Fund*
Xxxxxxx Xxxxx Small Cap Value
Xxxxxxx Sachs Small/Mid Cap Growth
Xxxxxxx Xxxxx Growth Opportunities
Xxxxxxx Sachs Mid Cap Value
Xxxxxxx Xxxxx Capital Growth
Xxxxxxx Sachs Large Cap Value
Xxxxxxx Xxxxx Technology Opportunities
Xxxxxxx Sachs Equity Income
Xxxxxxx Xxxxx Strategic Growth
Xxxxxxx Sachs Concentrated Growth
Xxxxxxx Xxxxx Small/Mid Cap Value
Xxxxxxx Sachs Flexible Cap
Xxxxxxx Xxxxx Blue Xxxx
Xxxxxxx Xxxxx Focused Value
Xxxxxxx Sachs Emerging Markets Equity ETF*
Xxxxxxx Xxxxx International Equity ETF*
Xxxxxxx Sachs International Small Cap Equity ETF*
Xxxxxxx Xxxxx U.S. Equity ETF*
| * | The Fund has not yet commenced operations. GSAM will provide notice to BNY Mellon to commence services upon the Fund’s launch. |
