Amendment to Amended and Restated Investment Sub-Advisory Agreement Between Jackson National Asset Management, LLC
Ex. 99.28(d)(40)(xxvi)
Amendment to
Amended and Restated
Investment Sub-Advisory Agreement Between
Xxxxxxx National Asset Management, LLC
and Mellon Investments 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 Investments Corporation (originally, 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 (each a “Fund,” and collectively, 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 Parties have agreed to amend the Agreement to incorporate the following changes (“Fund Changes”) effective April 27, 2020, as approved by the Board of Trustees of the Trust:
- New Funds (and corresponding fee schedules):
| - | JNL iShares Tactical Growth Fund (formerly a series of the Xxxxxxx Variable Series Trust), |
| - | JNL iShares Tactical Moderate Fund (formerly a series of the Xxxxxxx Variable Series Trust), |
| - | JNL iShares Tactical Moderate Growth Fund (formerly a series of the Xxxxxxx Variable Series Trust), |
| - | JNL/Mellon Equity Income Fund (formerly a series of the Xxxxxxx Variable Series Trust), |
| - | JNL/Mellon Communication Services Sector Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon Consumer Discretionary Sector Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon DowSM Index Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon Energy Sector Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon Financial Sector Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon Healthcare Sector Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon MSCI World Index Fund (formerly a series of the JNL Variable Fund LLC), |
| - | JNL/Mellon Nasdaq® 100 Index Fund (formerly a series of the JNL Variable Fund LLC), and |
| - | JNL/Mellon Information Technology Sector Fund (formerly a series of the JNL Variable Fund LLC). |
- Termination/Removal of the following Funds (and corresponding fee schedules):
| - | JNL/Mellon S&P 1500 Growth Index Fund, |
| - | JNL/Mellon S&P 1500 Value Index Fund, and |
| - | JNL/S&P Mid 3 Fund. |
| - 1 - |
| 3. | Fund Name Changes: |
| - | JNL/S&P Competitive Advantage Fund to be renamed the JNL/Xxxxxxx Xxxxx Competitive Advantage Fund, |
| - | JNL/S&P Dividend Income & Growth Fund to be renamed the JNL/Xxxxxxx Sachs Dividend Income & Growth Fund, |
| - | JNL/S&P International 5 Fund to be renamed the JNL/Xxxxxxx Xxxxx International 5 Fund, |
| - | JNL/S&P Intrinsic Value Fund to be renamed the JNL/Xxxxxxx Sachs Intrinsic Value Fund, and |
| - | JNL/S&P Total Yield Fund to be renamed the JNL/Xxxxxxx Xxxxx Total Yield Fund. |
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 April 27, 2020, attached hereto. |
| 2) | Schedule B to the Agreement is hereby deleted and replaced, in its entirety, with Schedule B dated April 27, 2020, attached hereto. |
| 3) | Except as specifically amended hereby, the Agreement shall remain in full force and effect, in accordance with its terms. |
| 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. |
| 5) | This Amendment may be executed in one or more counterparts, which together shall constitute one document. |
In Witness Whereof, the Parties have caused this Amendment to be executed, effective April 27, 2020.
| Xxxxxxx National Asset Management, LLC | Mellon Investments Corporation (originally, Mellon Capital Management Corporation) | ||||
| By: | /s/ Xxxxx X. Xxxxxxx | By: | /s/ Xxxx Xxxxxxx-Xxxxx | ||
| Name: | Xxxxx X. Xxxxxxx | Name: | Xxxx Xxxxxxx-Xxxxx | ||
| Title: | Assistant Vice President and Associate General Counsel | Title: | Managing Director | ||
| - 2 - |
Schedule A
Dated April 27, 2020
| Funds | |
|
JNL iShares Tactical Growth Fund
|
|
|
JNL iShares Tactical Moderate Fund
|
|
|
JNL iShares Tactical Moderate Growth Fund
|
|
|
JNL S&P 500 Index Fund
|
|
|
JNL/Xxxxxxx Xxxxx Competitive Advantage Fund
|
|
|
JNL/Xxxxxxx Sachs Dividend Income & Growth Fund
|
|
|
JNL/Xxxxxxx Xxxxx International 5 Fund
|
|
|
JNL/Xxxxxxx Sachs Intrinsic Value Fund
|
|
|
JNL/Xxxxxxx Xxxxx Total Yield Fund
|
|
|
JNL/Mellon Bond Index Fund
|
|
|
JNL/Mellon Communication Services Sector Fund
|
|
|
JNL/Mellon Consumer Discretionary Sector Fund
|
|
|
JNL/Mellon Consumer Staples Sector Fund
|
|
|
JNL/Mellon DowSM Index Fund
|
|
|
JNL/Mellon Emerging Markets Index Fund
|
|
|
JNL/Mellon Energy Sector Fund
|
|
|
JNL/Mellon Equity Income Fund
|
|
|
JNL/Mellon Financial Sector Fund
|
|
|
JNL/Mellon Healthcare Sector Fund
|
|
|
JNL/Mellon Industrials Sector Fund
|
|
|
JNL/Mellon Information Technology Sector Fund
|
|
|
JNL/Mellon International Index Fund
|
|
|
JNL/Mellon Materials Sector Fund
|
|
|
JNL/Mellon MSCI KLD 400 Social Index Fund
|
|
|
JNL/Mellon MSCI World Index Fund
|
|
|
JNL/Mellon Nasdaq® 100 Index Fund
|
|
|
JNL/Mellon Real Estate Sector Fund
|
|
|
JNL/Mellon S&P 500 Index Fund
|
|
|
JNL/Mellon S&P 400 MidCap Index Fund
|
|
|
JNL/Mellon Small Cap Index Fund
|
|
|
JNL/Mellon Utilities Sector Fund
|
|
|
JNL/RAFI® Fundamental Asia Developed Fund
|
|
|
JNL/RAFI® Fundamental Europe Fund |
|
|
JNL/RAFI® Fundamental U.S. Small Cap Fund
|
|
|
JNL/RAFI® Multi-Factor U.S. Equity Fund
|
|
| A-1 |
| Funds | |
|
JNL/X. Xxxx Price Mid-Cap Growth Fund
|
|
|
JNL/Vanguard Growth ETF Allocation Fund
|
|
|
JNL/Vanguard Moderate ETF Allocation Fund
|
|
|
JNL/Vanguard Moderate Growth ETF Allocation Fund
|
|
|
JNL/Morningstar Wide Moat Index Fund
|
|
| A-2 |
Schedule B
Dated April 27, 2020
(Compensation)
|
JNL iShares Tactical Growth Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL iShares Tactical Moderate Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL iShares Tactical Moderate Growth Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL S&P 500 Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005%
|
|
JNL/Xxxxxxx Sachs Competitive Advantage Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/Xxxxxxx Xxxxx Dividend Income & Growth Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
| B-1 |
|
JNL/Xxxxxxx Sachs International 5 Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/Xxxxxxx Xxxxx Intrinsic Value Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/Xxxxxxx Sachs Total Yield Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
Over $500 million
|
0.015% |
|
JNL/Mellon Bond Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Communication Services Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
|
|
|
JNL/Mellon Consumer Discretionary Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
| B-2 |
|
JNL/Mellon Consumer Staples Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
|
|
|
JNL/Mellon DowSM Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
JNL/Mellon Emerging Markets Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Energy Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
|
|
|
JNL/Mellon Equity Income Fund
|
|
| Average Daily Net Assets | Annual Rate |
| $0 to $100 Million | 0.25% |
| $100 Million to $200 Million | 0.20% |
| Over $200 Million | 0.15% |
|
|
|
|
|
|
|
JNL/Mellon Financial Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
| B-3 |
|
JNL/Mellon Healthcare Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
JNL/Mellon Industrials Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Information Technology Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
JNL/Mellon International Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon Materials Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon MSCI KLD 400 Social Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
| B-4 |
|
JNL/Mellon MSCI World Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
JNL/Mellon Nasdaq® 100 Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Amounts over $2 billion
|
0.010% |
|
JNL/Mellon Real Estate Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Mellon S&P 500 Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
| B-5 |
|
JNL/Mellon S&P 400 MidCap Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
|
JNL/Mellon Small Cap Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $3 billion
|
0.010% |
|
Over $3 billion
|
0.005% |
|
JNL/Mellon Utilities Sector Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental Asia Developed Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental Europe Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/RAFI® Fundamental U.S. Small Cap Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
| B-6 |
|
JNL/RAFI® Multi-Factor U.S. Equity Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/X. Xxxx Price Mid-Cap Growth Fund*
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $50 million
|
0.090% |
|
$50 million to $100 million
|
0.060% |
|
$100 million to $750 million
|
0.030% |
|
Over $750 million
|
0.015% |
| *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 Investments Corporation. | |
|
JNL/Vanguard Growth ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Vanguard Moderate ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
|
JNL/Vanguard Moderate Growth ETF Allocation Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
| B-7 |
|
JNL/Morningstar Wide Moat Index Fund
|
|
|
Average Daily Net Assets
|
Annual Rate
|
|
$0 to $500 million
|
0.030% |
|
$500 million to $2 billion
|
0.015% |
|
Over $2 billion
|
0.010% |
| B-8 |
