AMENDMENT No. 4 TO ADMINISTRATION AGREEMENT and FUND ACCOUNTING AGREEMENT
Exhibit 99.B(h)(3)(e)
AMENDMENT No. 4 TO ADMINISTRATION AGREEMENT
and FUND ACCOUNTING AGREEMENT
AMENDMENT made as of August 19th, 2015 to that certain to Administration and Fund Accounting Agreement entered into as of June 1, 2006, as amended (“Agreement”) by and between (i) The Victory Portfolios, The Victory Variable Insurance Funds, and Compass EMP Fund Trust, each a Delaware statutory trust (each, a ‘Trust” and, together, the “Trusts”) on behalf of those investment company portfolios listed on Schedule D which may be amended from time to time (each, a “Fund” and, together, the “Funds”) in the case of both the Trusts and the Funds, individually and not jointly and (ii) Victory Capital Management Inc. (“VCM”), a New York corporation. All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement
WHEREAS, VCM and the Trusts wish to enter into this Amendment to the Agreement to add additional Funds to the terms of the Agreement, (2) revise the names of certain Funds, and (3) revise the name of the Trusts; and
NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter contained and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, intending to be legally bound, VCM and the Trusts hereby agree as follows:
1. The Victory Portfolios is renamed “Victory Portfolios.”
2. The Victory Variable Insurance Funds is renamed “Victory Variable Insurance Funds.”
3. Compass EMP Fund Trust is renamed “Victory Portfolios II.”
4. Schedule D to the Agreement is hereby deleted in its entirety and replaced by the new Schedule D attached hereto.
5. Except as set forth in this Amendment, the Agreement is unaffected and shall continue in full force and effect in accordance with its terms.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed all as of the day and year first above written.
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VICTORY PORTFOLIOS, on behalf of each Fund listed on Schedule A, individually and not jointly | |
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By: |
/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ |
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Name: |
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Title: |
President |
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VICTORY VARIABLE INSURANCE FUNDS, on behalf of each Fund listed on Schedule A, individually and not jointly | |
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By: |
/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ |
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Name: |
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Title: |
President |
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VICTORY PORTFOLIOS II, on behalf of each Fund listed on Schedule A, individually and not jointly | |
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By: |
/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ |
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Name: |
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Title: |
President |
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VICTORY CAPITAL MANAGEMENT INC. | |
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By: |
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ |
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Name: |
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Title: |
Chief Financial Officer |
SCHEDULE D
TO THE ADMINISTRATION AND FUND ACCOUNTING AGREEMENT BETWEEN VCM, VICTORY PORTFOLIOS, VICTORY PORTFOLIOS II AND VICTORY VARIABLE INSURANCE FUNDS
TRUSTS AND FUNDS
Victory Portfolios
1. Victory Balanced Fund
2. Victory Diversified Stock Fund
3. Victory Expedition Emerging Markets Small Cap Fund
4. Victory INCORE Fund for Income*
5. Victory INCORE Investment Grade Convertible Fund*
6. Victory INCORE Total Return Bond Fund*
7. Victory Integrity Discovery Fund*
8. Victory Integrity Mid-Cap Value Fund
9. Victory Integrity Small-Cap Value Fund
10. Victory Integrity Small/Mid-Cap Value Fund
11. Victory Munder Multi-Cap Fund*
12. Victory Munder Index 500 Fund
13. Victory Munder Mid-Cap Core Growth Fund
14. Victory Munder Small Cap Growth Fund
15. Victory National Municipal Bond Fund
16. Victory NewBridge Global Equity Fund
17. Victory NewBridge Large Cap Growth Fund
18. Victory Ohio Municipal Bond Fund
19. Victory Select Fund
20. Victory Special Value Fund
21. Victory Sycamore Established Value Fund
22. Victory Sycamore Small Company Opportunity Fund
23. Victory Trivalent Emerging Markets Small-Cap Fund
24. Victory Trivalent International Fund—Core Equity
25. Victory Trivalent International Small-Cap Fund
Victory Variable Insurance Funds
1. Diversified Stock Fund
1. Victory CEMP Alternative Strategies Fund
2. Victory CEMP Commodity Enhanced Volatility Wtd Index Strategy Fund
3. Victory CEMP Commodity Volatility Wtd Index Strategy Fund
4. Victory CEMP Emerging Market Volatility Wtd Index Fund
5. Victory CEMP Enhanced Fixed Income Fund
6. Victory CEMP International Enhanced Volatility Wtd Index Fund
7. Victory CEMP International Volatility Wtd Index Fund
8. Victory CEMP Long/Short Strategy Fund
9. Victory CEMP Market Neutral Income Fund
10. Victory CEMP Multi-Asset Balanced Fund
11. Victory CEMP Multi-Asset Growth Fund
12. Victory CEMP REC Enhanced Volatility Wtd Index Fund
13. Victory CEMP Ultra Short Term Fixed Income Fund
14. Victory CEMP US 500 Enhanced Volatility Wtd Index Fund
15. Victory CEMP US 500 Volatility Wtd Index Fund
16. Victory CEMP US Small Cap Volatility Wtd Index Fund
17. Victory CEMP US EQ Income Enhanced Volatility Wtd Index Fund
18. Victory CEMP US Large Cap High Div Volatility Wtd
*As of October 28, 2015