AMENDMENT
AMENDMENT
This Amendment (“Amendment”) to the October 1, 2017 Amended and Restated Global Custody and Fund Accounting Agreement between JPMorgan Chase Bank, N.A. (“Bank”) and X.X. Xxxxxx Exchange-Traded Fund Trust, severally and on behalf of each of the portfolios listed therein, as amended (the “Principal Agreement”), is entered into on September 19, 2024 (the “Effective Date”) as approved by the Board on August 22, 2024.
WHEREAS the parties hereto (the “Parties”) entered into the Principal Agreement pursuant to which Bank was appointed to provide certain custody and fund accounting services; and the Parties now wish to amend the Principal Agreement, as of the Effective Date.
NOW, THEREFORE, in consideration of the mutual agreements herein contained, the Parties hereby agree as follows:
| 1. | Definitions. Terms defined in the Principal Agreement shall, save to the extent that the context otherwise requires, bear the same respective meanings in this Amendment. |
| 2. | Amendments. The Principal Agreement shall be amended as follows: |
| (A) | Schedule A of the Principal Agreement is hereby replaced in its entirety by Schedule A to this Amendment (as attached). |
| (B) | As modified and amended hereby, the Parties hereby ratify, approve and confirm the Principal Agreement in all respects, and save as varied by this Amendment, the Principal Agreement shall remain in full force and effect. |
| 3. | Representations. Each Party represents to the other Parties that all representations contained in the Principal Agreement are true and accurate as of the date of this Amendment, and that such representations are deemed to be given or repeated by each Party, as the case may be, on the date of this Amendment. |
| 4. | Entire Agreement. This Amendment and the Principal Agreement and any documents referred to in each of them, constitute the whole agreement between the Parties relating to their subject matter and supersede and extinguish any other drafts, agreements, undertakings, representations, warranties and arrangements of any nature, whether in writing or oral, relating to such subject matter. If any of the provisions of this Amendment are inconsistent with or in conflict with any of the provisions of the Principal Agreement then, to the extent of any such inconsistency or conflict, the provisions of this Amendment shall prevail as between the Parties. |
| 5. | Counterparts. This Amendment may be executed in any number of counterparts which together shall constitute one agreement. Each Party may enter into this Amendment by executing a counterpart and this Amendment shall not take effect until it has been executed by each Party. |
| 6. | Successors and Assigns. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. |
| 7. | Law and Jurisdiction. This Amendment shall be governed by, and construed in accordance with, the law of the State of New York. |
[Signature Page Follows]
IN WITNESS WHEREOF, the Parties have executed this Amendment as of the Effective Date set out above.
X.X. Xxxxxx Exchange-Traded Fund Trust
| By: | /s/ Xxxxxxx X. Xxxxxx | |
| Name: | Xxxxxxx X. Xxxxxx | |
| Title: | Assistant Treasurer |
JPMorgan Chase Bank, N.A.
| By: | /s/ Xxxx Xxxxxxx | |
| Name: | Xxxx Xxxxxxx | |
| Title: | Executive Director |
SCHEDULE A
List of Entities Covered by the Amended and Restated Global Custody and Fund Accounting Agreement
(Approved by the Board as of August 22, 2024)
| Name |
| JPMorgan Diversified Return Global Equity ETF (liquidated-to be removed after account closure) |
| JPMorgan Diversified Return International Equity ETF |
| JPMorgan Diversified Return Emerging Markets Equity ETF |
| JPMorgan Diversified Return U.S. Equity ETF |
| JPMorgan Diversified Alternatives ETF (liquidated-to be removed after account closure) |
| JPMorgan Diversified Return Europe Equity ETF (liquidated-to be removed after account closure) |
| JPMorgan Diversified Return U.S. Mid Cap Equity ETF |
| JPMorgan Event Driven ETF (liquidated-to be removed after account closure) |
| JPMorgan BetaBuilders USD High Yield Corporate Bond ETF |
| JPMorgan Diversified Return U.S. Small Cap Equity ETF |
| JPMorgan International Bond Opportunities ETF |
| JPMorgan Ultra-Short Income ETF |
| JPMorgan U.S. Dividend ETF (liquidated-to be removed after account closure) |
| JPMorgan U.S. Minimum Volatility ETF (liquidated-to be removed after account closure) |
| JPMorgan U.S. Momentum Factor ETF |
| JPMorgan U.S. Quality Factor ETF |
| JPMorgan U.S. Value Factor ETF |
| JPMorgan Long/Short ETF (liquidated-to be removed after account closure) |
| JPMorgan Managed Futures Strategy ETF (liquidated-to be removed after account closure) |
| JPMorgan USD Emerging Markets Sovereign Bond ETF |
| JPMorgan BetaBuilders Developed Asia Pacific ex-Japan ETF |
| JPMorgan BetaBuilders Canada ETF |
| JPMorgan BetaBuilders Europe ETF |
| JPMorgan BetaBuilders Japan ETF |
| JPMorgan BetaBuilders MSCI US REIT ETF |
| JPMorgan BetaBuilders USD Investment Grade Corporate Bond ETF |
| JPMorgan Municipal ETF |
| JPMorgan Ultra-Short Municipal Income ETF |
| JPMorgan BetaBuilders U.S. Aggregate Bond ETF |
| JPMorgan BetaBuilders 1-5 Year U.S. Aggregate Bond ETF |
| JPMorgan BetaBuilders U.S. Equity ETF |
| JPMorgan Core Plus Bond ETF |
| JPMorgan BetaBuilders International Equity ETF |
| JPMorgan BetaBuilders U.S. Mid Cap Equity ETF |
| JPMorgan Equity Premium Income ETF |
| JPMorgan International Growth ETF |
| JPMorgan BetaBuilders U.S. Small Cap Equity ETF |
| JPMorgan Carbon Transition U.S. Equity ETF |
| JPMorgan Short Duration Core Plus ETF |
| JPMorgan ActiveBuilders Emerging Markets Equity ETF |
| JPMorgan Income ETF |
| JPMorgan Active Value ETF |
| JPMorgan Inflation Managed Bond ETF |
| JPMorgan International Research Enhanced Equity ETF |
| JPMorgan Market Expansion Enhanced Equity ETF1 |
| JPMorgan Realty Income ETF |
| JPMorgan Climate Change Solutions ETF |
| JPMorgan Nasdaq Equity Premium Income ETF |
| JPMorgan Social Advancement ETF (liquidated December 22, 2023) |
| JPMorgan Sustainable Consumption ETF (liquidated December 22, 2023) |
| JPMorgan Sustainable Infrastructure ETF |
| JPMorgan Active Growth ETF |
| JPMorgan Active China ETF |
| JPMorgan Active Small Cap Value ETF |
| JPMorgan BetaBuilders Emerging Markets Equity ETF |
| JPMorgan BetaBuilders U.S. Growth ETF |
| JPMorgan BetaBuilders U.S. Value ETF |
| JPMorgan BetaBuilders U.S. Treasury Bond 20+ Year ETF |
| JPMorgan BetaBuilders U.S. Treasury Bond 3-10 Year ETF |
| JPMorgan BetaBuilders U.S. Treasury Bond 1-5 Year ETF2 |
| JPMorgan BetaBuilders U.S. TIPS 0-5 Year ETF2 |
| JPMorgan High Yield Municipal ETF |
| JPMorgan Sustainable Municipal Income ETF |
| JPMorgan Limited Duration Bond ETF |
| JPMorgan Equity Focus ETF |
| JPMorgan Healthcare Leaders ETF |
| JPMorgan U.S. Tech Leaders ETF |
| JPMorgan International Value ETF |
| JPMorgan Global Select Equity ETF |
| JPMorgan Active Bond ETF |
| JPMorgan Hedged Equity Laddered Overlay ETF |
| JPMorgan Active Developing Markets Equity ETF |
| JPMorgan Fundamental Data Science Large Core ETF |
| JPMorgan Fundamental Data Science Mid Core ETF |
| JPMorgan Fundamental Data Science Small Core ETF |
| JPMorgan Dividend Leaders ETF |
| JPMorgan Active High Yield ETF |
| JPMorgan Flexible Income ETF |
| 1 | To be renamed JPMorgan Small & Mid Cap Enhanced Equity ETF on or about September 30, 2024. |
| 2 | To liquidate on or about Q4 2024. |
