Exhibit (h)(10)
FIFTH AMENDMENT
TO FUND ADMINISTRATION AND ACCOUNTING AGREEMENT
(Tailored Shareholder
Reports)
This Amendment is an amendment to the Fund
Administration and Accounting Agreement between The Bank of New York Mellon (“BNY Mellon”) and DBX ETF Trust (“Customer”)
dated as of January 31, 2011, as amended (the “Agreement”).
The date of this Amendment is as of February
15, 2024, but for clarity the terms of Section 1 and Section 2 of this Amendment are not effective until May 31, 2024.
Intending to be legally bound, BNY Mellon
and Customer hereby agree as follows:
| 1. | The description of services currently set forth in Schedule 1 to the Agreement relating to BNY Mellon’s
preparation of annual and semi-annual shareholder reports is hereby deleted from the Agreement, the typesetting services that are currently
applicable to BNY Mellon’s preparation of annual and semi-annual shareholder reports will no longer be applicable to BNY Mellon’s
preparation of annual and semi-annual shareholder reports, and the following terms regarding BNY Mellon’s preparation of annual
and semi-annual shareholder reports are hereby added to the Agreement: |
| a. | BNY Mellon will prepare a fund’s respective class level annual and semi-annual shareholder reports
(“tailored shareholder reports” or “TSR”) with respect to a fund registered on Form N-1A for shareholder delivery,
inclusion in Form N-CSR and webhosting. |
| § | The foregoing preparation of annual and semi-annual
shareholder reports requires typesetting services, and the following terms apply to the typesetting services applicable to BNY Mellon’s
preparation of the aforementioned tailored shareholder reports: |
| · | BNY Mellon will create financial compositions
for the applicable financial report and related XXXXX files. |
| · | BNY Mellon will maintain country codes, industry
class codes, security class codes, and state codes. |
| · | BNY Mellon will create components that will specify
the proper grouping and sorting for display of portfolio information. |
| · | BNY Mellon will create components that will specify
the proper calculation and display of financial data required for each applicable financial report (except for identified manual entries,
which BNY Mellon will enter). |
| · | BNY Mellon will process, convert, and load security
and general ledger data. |
| · | BNY Mellon will perform document publishing,
including the output of print-ready PDF files and XXXXX html files (such XXXXX html files will be limited to one template per the applicable
semi-annual or annual financial report and unless mutually agreed to in writing between BNY Mellon and Customer, BNY Mellon will use the
same layout for production data for every successive reporting period). |
| · | BNY Mellon will generate financial reports (using
the capabilities of a financial printer or other vendor) which include the following: |
| o | identifying information at the beginning of the
shareholder report; |
| o | Management Discussion of Fund Performance (semi-annual
shareholder report at Customer’s option); |
| o | key fund statistics including total advisory
fees paid by the fund, portfolio turnover rate, net assets, number of holdings and any additional statistic deemed relevant for a fund; |
| o | graphical representation of holdings; |
| o | material fund changes (if applicable) (semi-annual
shareholder report at Customer’s option); |
| o | changes in and disagreements with accountants
in summary form (if applicable); |
| o | statement regarding the availability of certain
additional information; and |
| o | additional fund information as mutually agreed
in writing between BNY Mellon and Customer. |
| · | Unless mutually agreed in writing between BNY
Mellon and Customer, BNY Mellon will use the same layout and format for every successive reporting period for the typeset reports. At
the request of Customer and upon the mutual written agreement of BNY Mellon and Customer as to the scope of any changes and additional
compensation of BNY Mellon, BNY Mellon will, or will cause the financial printer or other applicable vendor to, change the format or layout
of reports from time to time. |
| b. | BNY Mellon will prepare a fund’s annual and semi-annual shareholder reports with respect to a fund
not registered on Form N-1A for shareholder delivery and inclusion in Form N-CSR. |
| § | The foregoing preparation of annual and semi-annual
shareholder reports requires typesetting services, and the following terms apply to the typesetting services applicable to BNY Mellon’s
preparation of the aforementioned annual and semi-annual shareholder reports: |
| · | BNY Mellon will create financial compositions
for the applicable financial report and related XXXXX files. |
| · | BNY Mellon will maintain country codes, industry
class codes, security class codes, and state codes. |
| · | BNY Mellon will map individual general ledger
accounts into master accounts to be displayed in the applicable financial reports. |
| · | BNY Mellon will create components that will specify
the proper grouping and sorting for display of portfolio information. |
| · | BNY Mellon will create components that will specify
the proper calculation and display of financial data required for each applicable financial report (except for identified manual entries,
which BNY Mellon will enter). |
| · | BNY Mellon will process, convert, and load security
and general ledger data. |
| · | BNY Mellon will include data in financial reports
provided from external parties to BNY Mellon which includes, but is not limited to: shareholder letters, “Management Discussion
and Analysis” commentary, notes on performance, notes to financials, report of independent auditors, fund management listing, service
providers listing, and fund spectrums. |
| · | BNY Mellon will perform document publishing,
including the output of print-ready PDF files and XXXXX html files (such XXXXX html files will be limited to one per the applicable financial
report and unless mutually agreed to in writing between BNY Mellon and Customer, BNY Mellon will use the same layout for production data
for every successive reporting period). |
| · | BNY Mellon will generate financial reports (using
the capabilities of a financial printer or other vendor) which include the following: |
| o | Management Discussion and Analysis commentary; |
| o | sector weighting graphs/tables; |
| o | disclosure of fund expenses; |
| o | schedules of investments; |
| o | statement of net assets; |
| o | statements of assets and liabilities; |
| o | statements of operation; |
| o | statements of cash flows; |
| o | notes to financial statements; |
| o | report of independent registered public accounting
firm; |
| o | additional fund information as mutually agreed
in writing between BNY Mellon and Customer. |
| · | Unless mutually agreed in writing between BNY
Mellon and Customer, BNY Mellon will use the same layout and format for every successive reporting period for the typeset reports. At
the request of Customer and upon the mutual written agreement of BNY Mellon and Customer as to the scope of any changes and additional
compensation of BNY Mellon, BNY Mellon will, or will cause the financial printer or other applicable vendor to, change the format or layout
of reports from time to time. |
| 2. | For clarity, BNY Mellon will prepare each fund’s schedule of investments, financial statements,
financial highlights, and other detailed information for inclusion in Form N-CSR. The foregoing preparation of a schedule of investments,
financial statements, financial highlights, and other detailed information requires typesetting services, and the typesetting services
terms set forth in section 1(b) above apply to the typesetting services applicable to BNY Mellon’s preparation of the aforementioned
schedule of investments, financial statements, financial highlights, and other detailed information. |
| 3. | The parties hereto expressly agree that this Amendment may be executed in one or more counterparts and
expressly agree that such execution may occur by manual signature on a physically delivered copy of this Amendment, by a manual signature
on a copy of this Amendment transmitted by facsimile transmission, by a manual signature on a copy of this Amendment transmitted as an
imaged document attached to an email, or by "Electronic Signature", which is hereby defined to mean inserting an image, representation,
or symbol of a signature into an electronic copy of this Amendment by electronic, digital, or other technological methods. Each counterpart
executed in accordance with the foregoing will be deemed an original, with all such counterparts together constituting one and the same
instrument. The exchange of executed counterparts of this Amendment or of executed signature pages to counterparts of this Amendment,
in either case by facsimile transmission or as an imaged document attached to an email transmission, will constitute effective execution
and delivery of this Amendment and may be used for all purposes in lieu of a manually executed and physically delivered copy of this Amendment. |
Each party hereto has caused this Amendment
to be executed as of the Effective Date by its duly authorized representative indicated below. An authorized representative, if executing
this Amendment by Electronic Signature, affirms authorization to execute this Amendment by Electronic Signature and that the Electronic
Signature represents an intent to enter into this Amendment and an agreement with its terms.
Agreed:
DBX ETF Trust |
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The Bank of New York Mellon |
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By: /s/Xxxx Xxxxxxxx |
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By: /s/Xxxxxxx Xxxxxxx |
Name: Xxxx Xxxxxxxx |
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Name: Xxxxxxx Xxxxxxx |
Title: Secretary |
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Title: Senior Vice President |
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